A Brand New Dusk
by AlphaTheGriffin17
Summary: With new friends, new adventures and a new hat, Dusk Noir is back and ready to face whatever life may throw at him... well, to an extent anyway. A combo of my own ideas and episodes featuring my OC. Book 2.
1. New Look

What's up, my fellow bronies and pegasisters! Here we are, once again, the adventures of my little pony, Dusk Noir. I didn't think he'd be so well recieved, so I just knew I had to get started on this.

As said in my summary, this will be a combination of my own ideas and episodes with Dusk in them, leading all the way up to the Grand Galloping Gala. Just so everypony knows, obviously everything up to Fall Weather Friends has happened (Except Winter Wrap Up). Also, Suited For Success has already happened too. Everything else, I shall decide if it goes in the story. If there's an episode after Suited that anypony would like to see Dusk in, please feel free to request.

For now though, let's just see what he's up to, shall we?

**New Look**

"Spike, are you ready?" Twilight asked the baby dragon.

"Ready and waiting," he replied, holding some parchment and a quill.

"Dusk, ready to go?" she asked her second asisstant and new best friend, who stood in the centre of the room.

The pony in question was standing by the lights to turn them off. His dark-blue fur could probably ensure that, if it was dark, he would be almost impossible to see. His mane and hair were a chestnut brown, parted to the right a little bit and just a tiny bit scruffy. His green eyes seem to shine with a newfound happiness, his sharp horn glowing as he switched off the lights, plunging them into near darkness

"What he said," he replied, with a smile before he shut them off.

"Excellent. The machine is ready, the lights are off... whenever you're ready," she told him brightly.

They were currently in the library basement, about to try out a new experiment. As Twilight had said, she had resolved to learn more about Dusk's special ability, starting with brightness levels in conjunction to the size of the shapes he made, getting precise readings from the light-sensetive machine she was using. She had prepared a table of different sizes for his shapes to take, so they were ready.

Twilight looked up from her console, to see the shape of her friend in the darkness. He had certainly changed from the pony he had been when she first met him. He could still be a little unconfident and unsure of himself, but he was now a lot more open than he had been, more relaxed and friendly. It was like all he had needed was the chance to be a good friend, to show his true worth... she and her friends had given him that chance.

She thought of how happy he'd been, since they'd thrown him that party a week ago. Something had changed inside him, making him more open and good. He was always willing to help, to spend time with her and the others. His wonderful smile, the occasional joke he made, his pleasant attitude... it just brightened her day to see that.

"Twilight? Twilight, do you want me to start?"

She was snapped out of her thoughts by his voice. Why did she keep doing that, her thoughts drifting whenever he was around? She always found herself stealing glances at him, really enjoying his company. He was her friend, that was to be expected... and yet...

She brushed away those thoughts, returning to her instruments. Focus on the facts, Twilight, she thought to herself, focus on the facts.

"Just a sec..." A flick of her hoof brought the machine online. "Whenever you're ready, bring your first shape to fifiteen centimetres in diameter."

A few seconds later, a small orb of white light shone against the dark as his magic began to work. The machine began to pick up readings from it.

"At fifteen centimetres, low-level brightness." She waited until Spike took that down. "Alright, increase to thirty."

At this there was a minor improvement, but not much. They got gradually brighter, with medium level brightness by the time they reached seventy-five in width. At average pony size, it was bordering on the fringes of medium and high level brightness. He wasn't wrong about them, that was for sure, but she wanted to see how big he could make them, how bright they could be.

Despite all of her years of study under Princess Celestia, never once in all of her research had she ever come across magic like this before. It seemed so simple, but she just couldn't find any record of it whatsoever. As such, she didn't have much to go on for these experiments, so she had to learn from scratch when it came to them. It was okay though, she liked to learn new things.

She, of course, didn't want to push him too much. He seemed to be coping just fine so far, but she did remember that he had said that it was more strenuous for him the brighter and bigger his shapes became. If he showed any signs of difficulty coping, she would stop it at once.

She was having to look away from how bright they were. Onto the next phase, she thought.

"Eye protection on." They all placed dark-tinted sunglasses over their eyes. "Increase to one-hundred and thirty-five."

Now, they were really getting bright, like floodlights at a hoofball game. At two-hundred and ten centimetres, even the sunglasses were having trouble sheilding their eyes from the brightness. Dusk too was beginning to show strains from the effort, his features in a grimace, his knees beginning to buckle.

"Dusk, you can stop now!" she called out in worry.

"No... it's okay... I can...I..." It sounded like he was making an effort to get the words out.

"No, it's not okay. Stop now, I'm shutting down the machine."

"But-"

"Dusk, please!" At first, it didn't seem like he was going to stop.

But then, rather reluctantly, he cancelled his spell, breathing a sigh of relief. Exhaling as well, Twilight turned off the device, whilst Spike turned the lights back on. She hurried up to him, as he was having difficulty standing.

Helping him back up the stairs, they walked back into the main part of the library, setting him down on a chair. By this time, however, Dusk had recovered most of his energy and could walk on his own again, though she still insisted he sit down.

"You rest for a bit," she instructed gently. "How did we do Spike?"

"We managed to make it to two-hundred and twenty-five centimetres, at high levels of brightness," he reported from the results. "Not bad for a first trial, I'd say."

"I agree." She turned back to Dusk, who looked rather forlorn. "See Dusk? You did great."

"I could have done better though... if I'd just held out a little longer," he said despairingly.

"Dusk, don't be like that. Everypony has their limits, so do you. There's no shame in that," she comforted. "I don't want you to push your limits, I don't want you getting hurt."

He looked up at her, smiling. "You know... I never thought I'd hear anypony talking about me like that."

It always made her a little sad, to hear what he used to think about himself, what he still thought about himself... Twilight was just glad that he had found her and her friends.

"Well, you are my best friend. Besides, how would I cope in the library without you helping out with Spike?" she joked.

"Indeed, how?" he chuckled. "Spike wouldn't be able to make his napping quota, if I wasn't doing most of his work for him.

"Hey! We both do our fair share," he yelled indignantly.

"It's fine Spike, we're just kidding." Twilight giggled at his bemused expression, before turning to Dusk again. "We might as well have a rest now. It's still winter holiday, so you don't have to stay, if you don't want..."

"I know, but I think I'll stick around for a bit anyway." He gazed around at all the shelves. "There's nowhere I feel more at peace, than in the presence of literature."

"I know just what you mean," she agreed, surprised at how glad she was that he would be staying for a bit. "I'm going to do some note-making, you can just read if you like..."

He was already pulling a book down from one of the shelves, as Twilight approached her work desk, pulled down a book on magic, got a piece of parchment and her quill and opened it to the first page.

They were in silence for a few minutes after that. Spike had proceeded to drift off to sleep, as was his custom. Twilight was busily making notes on spells she either intended to test out sometime, or spells that she already knew and to see if she could improve upon her skills in using them. Every now and again, she glanced up at her work to look at Dusk, who seemed to be grimacing at the book he was reading.

She had found herself doing that with increasing frequency. On occaision, she would look up at him to see how he was doing, she told herself. Then, she found her gaze lingering on him for a few minutes, before remembering where she was and returning to her work, her cheeks feeling a little hot.

Unable to stomach her curiosity, she wandered back over to Dusk, to see what was making him grimace so much.

"Hey Dusk, what are you reading?" She checked the cover, and felt her eyes widen. "Really, you're reading that?"

"I thought about... well... trying something new," he explained.

"But you said you'd never go near those books with a ten-foot stick," she reminded him. "You don't seem like you're enjoying it exactly."

"Oh Twilight, this is only the first few pages. I'm sure it'll get better as I..." He flicked ahead a little, then some more. Finally, he looked up. "You know what, you're right. I can't read this drivel."

Slamming it shut, he levitated it back up to its place in the Romance section, dusting off his hooves like they were contaminated.

"I've never wasted my time with those books," she said at once. "What's the point in staring googly-eyed at somepony who may not even return your feelings?"

"I don't know... some of them are okay, I guess. Anyway, I thought a book with your name in it might have something decent about it."

"Ugh, don't even get me started," she replied, rolling her eyes. "On another subject though, I have heard, from several others, that you've been trying new stuff quite a bit recently. Why is that?"

"Well..." He paused, searching for the right words. "Ever since I became friends with you girls, I just feel... different. Like, I want to try something different in order to express those feelings. As you say, I have tried some other things, to no avail. I thought that, today, I would do it a little more simply, indulge in a new book for example... but I don't think that's going to cut it..."

"I think I understand," she nodded. "Is there anything I can do to help?"

"Thanks for the offer but... I think I need to go elsewhere, to figure this out." With that, he stood up and crossed the room to the door. "See you later, Twi."

"Okay Dusk, good luck. Thanks for coming over, I'm really eager to try and understand this power of your's."

"No problem, anything to help." He gave one last smile, as he exited the library, leaving Twilight feeling a little disappointed that he had to leave so soon.

* * *

Dusk felt a little guilty, leaving Twilight like that. She understood of course, but that didn't stop him from feeling just a little regretful that he didn't ask for further asisstance. The likelihood, however, would be that she would advise him to consult a book and, for once in his life, he didn't think reading would be the solution to this predicament he was in.

Once Dusk was outside, his sharp mind began to go to work, the urge to do something differently with himself still very much present. He needed simplicity, but reading a new book wasn't going to do it, not quite.

He had gotten this feeling after the girls had thrown him that surprise party. For the first time in his life, he felt loved, cared for by ponies that weren't his parents... he had friends. He just felt different and he needed to do something to express that feeling. He still hadn't quite narrowed down what exactly, but he knew that he was close... but what was it?

Dusk was just meandering in any direction, lost in his thoughts. Perhaps recalling what he had done so far would help to specify what he needed to change about himself. He had decided to try something big first, something... daring. First, he had gone to Rainbow Dash.

As a pony who always put herself on the edge of danger, she seemed the logical choice to assume for a new aspect for him to try. Indeed, when he went to her, she did have an idea as to what to try, but Dusk hadn't exactly taken to it well...

* * *

_"Rainbow, are you sure about this?" he asked his pegasus friend, from the wooden panel._

_"Come on Dusky, have a little faith in me," she replied from the platform she was on. "You need something new, something extreme and nopony knows extreme like me."_

_Dusk looked down at the contraption he was on. It was a wooden catapult, one that she claimed to have used before in one of her flying practices. He stood on one end, to be launched into the sky by Rainbow, who would leap from the platform to provide the force needed to propel him skyward. From there, she had just asked him to trust her._

_Dusk did trust her , and the physics of the device seemed in order but... he had a crash helmet and knee pads on... just in case._

_"Okay then... ready and waiting then." He shut his eyes in anticipation, his stomach doing leaps and legs shaking a little._

_"CANNONBALL!" That was all he heard before he felt his hooves leave the floor._

_He snapped open his eyes, seeing clouds whizzing past him, a blue blur as he soared through sky, his mouth open in a scream. It felt like his stomach had just relocated to somewhere in his throat, the wind rushing in his ears. He dared to look down, see the ground approaching... come on Rainbow... _

_Something grabbed him by the waist and hoisted him back into the sky. The world suddenly started going round and round and round, Rainbow performing loop-the-loops as she held him in her hooves. He barely had time to register he was dizzy before she dropped him again._

_Dusk screamed impossibly louder as he simply dropped like a stone. What had she done that for, was she trying to kill him? He felt the hooves grab him again, as he proceeded to be spun in a corkscrew manouver, being launched skyward once more._

_As he smacked through clouds, his mane and fur becoming wet, Dusk only knew that he was never doing this again. How had he agreed to this? This was completely and utterly insane! He had time to register that she grabbed him again as he began to fall, zooming towards the ground._

_They made it in seconds, as she released him, allowing him to skid across the dirt and come to a halt. His eyes were wide, his mouth still open in a silent scream, his organs still feeling like they were in several different places._

_"Oh yeah! Was that extreme, or was that extreme?" She spun to look at him. "Dusk? Hey, Dusk, you okay? Dusk?"_

* * *

Dusk still got shivers in his lower belly whenever he thought of that. He could see the appeal that Rainbow found in soaring through the air, the wind whipping through her mane as she outstripped everything else. But his place wasn't in the sky... he belonged on the ground.

After he had regained use of his higher functions, he came to the definitive conclusion that he wasn't exactly going to be a daredevil overnight just because he'd found some friends. Daring tricks like that weren't going to take to him, so he decided to tone it down a little more.

He came out of his thoughts to see where he was, only to see the gingerbread form of the Sugarcube Corner, a haven for all things sweet and sugary. That bought back another memory of his attempts to be different.

Deciding that Rainbow's ideas of new experiences were too death-defying for his tastes, Dusk had gone to somepony who would perhaps have a more safe idea. Pinkie Pie had, of course, been very enthusiastic to help him out and had an idea in a second, one that Dusk was certainly more comfortable with. Before he knew it, Dusk had an apron on and was with her in the kitchen of the bakery...

* * *

_"Thanks for helping out with this, Pinkie," Dusk said, as the pink pony pulled out the necessary ingredients._

_"No problemo Dusk," she replied brightly. "You wanna try something new, I bet you'll be a natural at making cupcakes."_

_"Maybe... it seems simple enough," he agreed._

_"Are you kidding? It's easy peasy icing squeezy!" With that, without warning, she burst into song._

All you have to do is take a cup of flour, add it to the mix  
Now just take a little something sweet, not sour, a bit of salt, just a pinch

Baking these treats is such a cinch, add a teaspoon of vanilla  
Add a little more, and you count to four, and you never get your filla

Cupcakes - so sweet and tasty  
Cupcakes - don't be too hasty  
Cupcakes - cupcakes, cupcakes, CUPCAKES!

_She still had a bright grin on her face she she finished, Dusk staring at her. In the end, he just laughed it off, turning to get started. She could be so random, but that was just part of what made her so great. Besides, she was right. How hard could it be?_

_He regretted those thoughts about half-an-hour later. It seemed to be that cooking wasn't exactly his forte, even with food apparantely as simple to make as cupcakes. He might have added too much flour in his own batch, too little salt, not enough icing or decorations. Pinkie tried to help, but he wanted to try this himself... even though he thought it might be wise to accept some asisstance._

_By the time his botched attempt was brought out of the oven, it wasn't exactly a batch of cupcakes. Somehow, they had morphed together into a single, pastried mass of sugar and sweet. How had that even happened?_

_"Well... that was a complete fiasco..." he announced dejectedly._

_"I dunno Dusk, let me see..." She sampled some on her hoof. "Mmmm, that's good! A single big cupcake. Hm, maybe a little too much salt though..."_

_"Yes... the salt," Dusk agreed unsurely, looking at the formless mass that was meant to be his cupcakes._

* * *

Hurridley moving away from the bakery, Dusk lost himself once more in his thoughts. So, he was getting there, simplicity was definitely the route to go with to solve this problem... just nothing to do with a kitchen.

Dusk had considered going to Fluttershy, to see if there was anything to do with animals that he could help with. But then he got the feeling that animals weren't really part of this solution either, plus most of them were either hibernating in winter or had flown south. So, he discounted that.

As such today, when Twilight had called him to the library, he had decided to see if reading a new book was the solution, a series he'd never tried before. But, of course, that hadn't exactly gone down well either. Nothing extreme, nothing cooking and nothing to do with reading. If none of them, what? What did he need to do to get rid of this niggling feeling in his head?

He was so caught up in his frantic thoughts, that he wasn't really paying attention to where he was going. As such, he crashed headlong into somepony going in the opposite direction, sending them both falling into the snow.

"I say! Do watch where you're going, why don't you?" a well-spoken voice said irritably, before softening. "Oh Dusk, hello there."

"Hello, Rarity," he greeted the fashion pony, as they picked themselves up. "Sorry, I was miles away..."

"Oh, don't worry about it dear," she assured, dusting herself off. "Enjoying your winter holiday then?"

"I'm... keeping myself busy," he replied simply.

"Wonderful. Are you still okay to be hosting this little Hearth's Warming party at your home for us?"

"Of course!" he answered eagerly. "Like I told you, I want to repay you girls for that party you threw for me. It will be my first Hearth's Warming in Ponyville, and with friends at that, so I feel its an additional cause to celebrate."

"Well said, I am certainly looking forward to it." That made Dusk feel warm inside, despite the cold. "So, where are you off to now?"

"Nowhere really... I'm just thinking..."

"I can certainly see that. Why don't you tell me what's going on in your head? Perhaps I can asisst in someway?"

"Well..." He stopped to think for a moment.

He considered keeping it to himself but... he had friends now, so he could tell her what was on his mind. After all, he already had with the some of the others. Who knows, perhaps she might present the ideal solution to his problem? So he did, with her listening intently, her brow furrowing in thought all the while. When he had finished, her face lit up in a bright smile.

"So... what do you think?" he asked her.

"Dusk," she said, still smiling, "you should have come to me straight away. I think I know just what you need to feel like a brand new pony: a brand new outfit! Come, to the Carousel Boutique!"

Before she could say anything, she grabbed his hoof and lead him off to her domain. Dusk didn't resist against her, mainly because he knew that, once Rarity had her mind set on fashion, there was no stopping her. He just hurried after her, arriving at the Boutique in mere seconds.

Ushering him in quickly, she hurried behind her counter and brought out a large collection of clothes for stallions, of different styles and varieties. Well... he'd tried everything else he could think of.

"Right, let me see..." She rifled through the coloured fabrics, then settled on one. "Try this one on first."

Dusk sighed and climbed into the outfit, a dark suit with white undershirt and red tie.

"Hm, too smart." Next was a cowpony's outfit. "Too western." Some clothes from Prance. "Too frilly." One that looked like a castle courtier. "Too medieval." Some kind of red tunic with a triangle symbol on it. "Too geeky."

He tried on what felt like a dozen suits and clothes, though it was probably even more than that. While he did feel they were on the right track, both he and Rarity felt that none of these clothes suited him.

"Oh it's no use," Rarity exclaimed. "I've tried every suit for a stallion that I have, but none of them really do much for you Dusk."

"I think we're getting there. Maybe..." He thought for a few seconds. "Maybe... I don't need a whole new wardrobe or set of clothes..."

"Yes, yes... perhaps just something simple. A new accessory, maybe... let's see, you can't wear jewellry, I don't think shoes will do... I know, perhaps a new hat! Wait here, I have quite a collection..."

She arrived back in five minutes, with what looked like hundreds of hat boxes. Dusk just hoped her intuition wasn't incorrect, but he had no reason to doubt Rarity when it came to fashion. After all, she did own the shop.

"Now, let's try this again." She began opening hat boxes one by one.

Letting her levitate them to his head, Dusk checked his reflection. He and Rarity decided that he didn't suit a tri-corner hat, a stetson (Applejack already had one, after all), a flat cap, top hat, a straw boater... none of them seemed to fit, until-

"Wait!" Rarity had stopped on one in particular. It was a black trilby hat, with a velvet black ribbon around the brim. "Hm... sharp, pronounced, not too flashy, relatively modest and looks quite dashing on you... why, this is perfect! Dusk, what do you think?"

He checked his relfection with the hat. It blended well with his dark fur colour, mane and tail. It did look rather good on him, as best he could judge. He'd seen pictures of these hats and he'd always kind of liked them. The only downside was that it covered his horn, but he could still use magic even with it on, so it wasn't a problem.

As he looked himself over, that niggling feeling was beginning to fade. This hat still showed it was him, but also expressed how different he was now. Nothing big or fancy, but it was there regardless. He gave his friend a satisfied smile.

"I think we have a winner," she sang happily. She raised her hoof when he reached for some money. "Don't even think about it, it's yours for free. It's only a hat and this was a favour for a friend.

"You... you're sure?"

"Quite sure darling. I'm glad that I could be of help."

Dusk gave another grateful smile. Well, she wasn't the Element of Genorosity for nothing then. Giving her a farewell and a tip of his new hat, Dusk exited the Boutique as she waved him off, getting used to the feeling of it on his head.

He did like how the hat looked on him, simple yet it stood out. He wondered what other ponies would think of it, what his other friends might think of how it looked on him. He was just deciding who to go and find to show it to, when somepony found him first...

"Howdy there Dusk," he heard a familiar southern voice call. "Say, that's a ma'ghty fine piece-a headwear ya got there."

"Hey AJ," he greeted her, as she approached. "You er... you like it?"

"Sure do, it really suits ya. Really becomin', as Rarity ma'ght say," she said, tipping her own stetson to him.

"Thanks, Applejack," he replied, returning the gesture. "I just felt that I... needed to try something new. So... Rarity picked this out for me. I'm glad you like it. I just hope you don't think I'm competing with you, as you are the only other hat-wearer in our group."

"Don't worry, ah ain't exactly threatened, sugarcube," she laughed. "Well, ah gotta get goin', see ya around Dusk."

He tipped his hat again and trotted in the opposite direction, checking his reflection in a nearby window, glad that the feeling inside him was gone at last. Yep, he could probably get used to this...

* * *

Dusk is back my friends, and now he's got a new look! Let me know what you think.


	2. Happy Hearth's Warming

**Happy Hearth's Warming**

Dusk hurridley placed the last stream of tinsel above his home, making sure that everything was ready. His tree was up the living room, fully decorated and lit, with presents for the girls rested underneath. Streams of tinsel and sparkling red and gold hung from the ceilings and staircase. Cushions were good to be sat on, the table with drinks and appetisers were looking good to eat, the gramaphone had a collection of holiday records.

He was reasonably sure that it would be okay... after all, he was working together with the best party planner in Ponyville, who had very kindly offered to help him organise this little get-together.

"Pinkie, how do you think this looks?" he called to her in the kitchen.

She stuck her head out, her hoof holding a wooden spoon and mixing some cupcake mix. At least she would be able to get them right.

"Looks fun, festive and fantastic! Just I've already told you Dusk, it's fine," she assured him. "You gotta calm down, it's gonna be great!"

"I know, I know, I'm sorry... it's just..." He paused for a few seconds. "This is the first party I've ever hosted, in my Hearth's Warming in Ponyville, for the first friends that I've ever had. I just... want it to go well..."

"It'll go great, trust me. Now, I've cupcakes to bake, be out in a bit, they're almost ready!" She hurried back into the kitchen, as Dusk tried to calm himself.

Despite how nervous he felt about it, Dusk was still looking forward to having everypony around to his home. He'd never had guests before. They wouldn't be arriving for another half an hour, as they were still spending time with their own families first. Dusk had already sent a card and presents to his own parents in Canterlot, recived one back, so he was fine where that was concerned. As Twilight's parents were also in Canterlot, she said that she would be arriving earlier than the others with Spike. Maybe once she was here, he would calm down a little

He was waiting for about fifteen minutes, moving restlessly around the room. First he paced around the living room, then sat twitching on the couch, moved the window gazing out, then back to the couch again. He was trying, but he just couldn't stop feeling so anxious, as he was now twiddling with his hat. It was when he resumed pacing, that Pinkie came back in with her finished treats.

"You keep that up, you'll pace a trench into the floor. That would be handy to take cover for a pillow fight though, so maybe keep it up. We can get a head start!"

"No I uh... I think I'll stop," he agreed, halting his pacing. "Thanks again for your help with the decorations."

"Happy to help!" she replied brightly, setting the cakes on the table.

Hatching on an idea, Dusk retrieved a present from under his tree, wrapped in pink paper with a dark pink bow. He levitated it to Pinkie, who's smile became even brighter.

"Ooh ooh, a present! I love presents! Thank you Dusky!" She tore off the paper and looked inside. "Oooh, a party planner! This'll be handy for if I forget about a party, then I can look in it and be like 'ooh, I have a party to do!"

"I hoped you would like it..." Dusk said quietly. "You do... don't you?"

"Uh huh, sure I do, thanks Dusk! Now, here's your's..." She whipped out her own present and gave it to him.

Dusk gazed at the box, glowing inside. His first Hearth's warming present from a friend... he carefully undid the bow, opened the lid and pulled out a book entitled _How To Plan A Perfect Party._

"D'ya like it?" Pinkie was still smiling. "I knew you liked reading, so I wanted to get you a useful book, so I thought 'what could be useful'? Then, I saw this and I knew it was perfect, in case you wanna plan anymore parties and I won't be able to help y-"

She was cut off as Dusk hugged her gently, by way of showing his gratitude for her thoughtfulness that she had put into her gift. She gladly returned it, gave him another bright smile and hopped onto the couch, flicking through her new planner.

No sooner had she done so, then there was a knock at the door. "I'll get it..."

He approached the door slowly, did his best to control his breathing, made sure his hat was on straight and opened it. The instant that he did, his feelings of unease and worry just melted away, as he was hugged by his best friend.

"Happy Hearth's Warming Dusk," Twilight greeted, when she released him. "Nice hat."

"Thanks Twi... happy Hearth's Warming, you too Spike," he added to the dragon, who gave him a high hoof.

"Hey Dusk, great to see you. Hey, do I smell cupcakes?" He hurried into the living room, as Twilight looked after him.

"Well, that's Spike for you," she remarked.

"What can you do? Here, let me get your things..." He levitated her scarf and boots, hanging them up near the door.

"Thank you Dusk," she said, her cheeks a little red.

"Don't mention it..." His own cheeks heatened up slightly too. "This way, if you please..."

"What a lovely home Dusk. You've really decorated it well," she commended. "Trying to make a good first impression?"

"You know me, Twi," he replied sheepishly. He let her take a seat next to Pinkie, whilst he took a cushion on the floor.

Spike, who had helped himself to a cupcake and some punch, joined him as Pinkie joyously showed Twilight the gift she had recieved. Twilight, again, commended Dusk for the idea of trying to organise Pinkie, at which Dusk had joked that would be quite impossible. Five minutes later, there was another knock at the door, more gentle and dignified sort of knock.

As Dusk guessed, it was Rarity who was next to arrive. She too commented on the effort Dusk had gone to to decorate his home, though with a more detailed eye, one that only she could possess. She was shown into the living room, where Spike proceeded to stare longingly at her and engage in shy conversation. Dusk and Twilight exchanged looks, but said nothing.

After the arrival of the fashion pony, the next was her complete opposite. Applejack, wearing tinsel around the brim of her stetson, was happy to be there, having already spent some time with members of her family. She said that her home rather reflected the pony who lived in it: modest, a little shy, but pleasant and welcoming. Touched by her honesty, Dusk poured her some punch, in time to hear a loud crash outside.

A quick look showed a long skid in the snow and a blue pegasus pony shaking snow out of her mane: Rainbow had crashed attempting to land again. This certainly didn't dampen her spirits, however, as she gave him a tight hug, rustled up his mane and, just for fun, played keep away with his hat for a while. Still laughing by the time he snatched it back and jammed it on his head, the last guest arrived, though her gentle knock was more shy.

Fluttershy actually asked nervously to make sure she had the right house, that she wasn't too late. Dusk always seemed to be able to reassure her, with his own friendly voice and tonight was no different. When she heard all of her friends, she quickly relaxed, wishing him a kind 'happy Hearth's Warming', even plucking up the nerve to give him a quick hug, before joining the proceedings.

"Well, that's everypony," Dusk announced, as he too joined them. "Thank you all, very much, for attending this little get-together. This is my first Hearth's Warming in Ponyville, and you've all helped to make it... special, for me so... thanks."

"Glad ta be a part, sugarcube," Applejack said happily. "Now, get on in here, be a good host."

Dusk did so, placing on a record as he did. At first, they just passed the time with some idle chit-chat, or else dancing to the music or helping themselves some food and drink. Dusk, not wanting to be left out, got himself in a conversation with Rainbow Dash, as she gulped down her glass of punch.

"Awesome party so far, Dusky," she remarked. "Not bad for your first one."

"Thanks, Dashie," he responded. "Glad it was able to meet your high standards."

She chuckled, then beckoned him in closer. "So, you know it's the Flyer's Competition coming up in Cloudsdale, right?"

"Coming up? It's not for a good few weeks in spirng, isn't it?"

"Yeah, but I gotta get the practice in. I have to, if I wanna prove I'm the best. So, have you given any thought to my proposal?"

"You mean... the one where we incorporate my talent into your routine?" he asked to confirm.

"Exactly. It's all fine, zooming around boring old clouds, but your magic will give me that extra little bit of pazazz, liven it up a little, you know?" She stood back expectantly. "So, have you decided?"

"Yes, and..." He let her wait, before giving her a grin. "I accept... as long as I don't have to go in front of all of those ponies..."

"Don't worry, you won't," she assured him casually. "Great! I knew you would! Now, it's gonna need precision and right timing on your part. I'll be doing the flying, you're gonna be on the side, but you're still important. Can I count on you?"

"Of course you can. I'll need to find something that'll let me join you in the clouds though..."

"We'll deal with that when we come to it. Now, let me talk you through my ideas so far..."

He let Rainbow voice her plan to win the Competiton while he listened intently. He knew he would be able to work with Rainbow around his own work in the library, but he still felt a little nervous at the prospect of the contest. He'd never been in anything like that before, never had anypony rely on him so much... and his talent... he'd never that many ponies see it before...

Still, he could deal with that later. For now, Rainbow was counting on him for his help and he would only be too glad to give it. Plus, seeing Cloudsdale would be an interesting experience, to say the least.

As part of a tradition, they all stood together and raised their voices in singing a Hearth's Warming carol, reminding themselves of the ideals and values that Equestria had been built on, that brought them all together. As Dusk belted out the lyrics, he was reminded of how proud he always felt whenever he heard the carol being sung, how much he had hoped to one day understand them... now he truly could.

After they had done that, they played a new game that Pinkie had thought of, one that used Dusk's power. They split into two teams, with Dusk being neutral. He started the shape as a formless blob, while the girls had to try and guess what he was making with it, with more details being added with each guess. Obviously, points were awarded for correct guesses. Needless to say that Dusk was thoroughly enjoying himself with this game.

It was Twilight, Fluttershy and Applejack on one team and Rarity, Pinkie and Rainbow on another, with Spike announcing clues, if the girls requested them, from what Dusk was making, the two having already confided in what shape to make. Each team had two clues on each round they had, to help them along. The scores were currently tied, with this being the deciding round.

"That's a good one," Spike remarked quietly, as they finished discussing. "Right, deciding round ladies. Good luck!"

Dusk started with the formless blob of this round, green in colour.

"Is it a plant?" Twilight asked first.

"Is it a cake?" Pinkie asked quickly.

"No, and no," Spike said. "Pinkie, just 'cause you guessed right on the first round with that doesn't mean you'll get right this time."

"Mm, had to try," she shrugged, still smiling, as Dusk added another detail, a pointed tail.

"This looks like an animal," Fluttershy said eagerly. "Let me see, pointed tail... is it a manticore? Unless... anypony else has another idea?"

"Nope, that sounds like a good guess ta me," Applejack agreed.

"Hmm... let's see here..." Rarity conferred with her own team. "We shall guess that it's a chimera."

"No, wrong again." Spike noted that, as Dusk added a long neck with a pointed head at the end.

"Ooh, it's a lizard, I bet it is!" Rainbow yelled at once.

"A snake perhaps?" Applejack suggested.

"No, but you're getting there..." Spike gave Dusk a quick wink, as he added clawed feet.

"Aw, come on, how can it not be a lizard?" Rainbow sat in a huff on the couch, as Pinkie and Rarity exchanged confused looks

"Spike, can we have a clue?" Twilight asked.

"Sure: this creature can be helpful," he said simply, his eyes twinkling.

"Hm... a helpful creature," considered Rarity thoughtfully. "This shall take some consideration..."

"Hm..." Twilight had her signature look for thinking, then her eyes brightened. "I've got it, it's a dragon!"

"Correct! Twilight's team wins!" announced Spike.

In celebration, Dusk added the dragons wings, set it flying above the girls and had it shoot a long stream of fire, before making it vanish in a flash of light. After everypony stopped clapping, Dusk pulled out their presents from under the trees, levitating to each of them in turn.

Dusk felt so good, so rich inside at the sight of their faces glowing when they saw that, the pony they had just welcomed into their lives, had been so thoughtful to buy them gifts. He just sat back as they opened up their presents one by one. Spike was the first to tear his open.

"A gem stash!" Spike's mouth watered at the sight of them. "They look so... delicious..."

"Well, how 'bout that? A new pair-a galoshes." Applejack pulled out the yellow boots. "Ma old pair have seen better days, ah guess."

"Awesome! _The Greatest Moments of the Wonderbolts_!" Rainbow flicked eagerly through the pages. "It even has photos from their first show!"

"Oh my, what a lovely hoof-crafted wooden rabbit." Fluttershy marvelled at the sculpture.

"_Fashion Through The Ages, _marvellous!" Rarity looked through the pages of the book. "This should give me some great ideas... really, they _wore _those in the eight-hundreds?"

"_A Revised Magical Theory_! Now, I can finally replace that copy of _New Magical Theory _in the library." She beamed at Dusk. "How did you know I needed this?"

"What can I say? I must be psychic," Dusk replied, with a wink to Pinkie. "I'm glad that you like them..."

"Sure do. Now, it's yer turn," she said, reaching to pull out a present.

The girls swiftly returned the favour, bringing out their own gifts for him. That warm feeling now the same as a fire, Dusk wiped a happy tear away as he proceeded to open his own gifts from them.

Applejack had, once again, made him some of the Apple family's apple pie, that she knew he loved, placing it in the fridge for later. Fluttershy had bought him a book entitled _The Cutest Critters in Equestria_, which he had to assure her was a wonderful gift that he would pursue later. Rarity had made him a new scarf, that looked exactly like the one he'd lost in the forest, except with his cutie mark on this time. Rainbow had made him a sort of cloud sculpture in a glass box, in the shape of a pegasus pony. Twilight had bought him _Daring Doo and the Changeling Swarm, _the latest in the series that he didn't own.

"Thank you all, so much..." he said sincerely. "This has been... this is great."

"There's still one more present in there Dusk." Twilight's seemed to shine as she said this. "Open the book."

Curious, Dusk turned over the cover. A flash of gold caught his eye as something fell out. Some kind of book mark? He levitated it to his face, as it glowed even brighter. It was a ticket to the... to the... was he reading this right?

"... the Grand Galloping Gala?" He felt his jaw drop and his eyes widen. "You got me a ticket... to the Grand Galloping Gala?"

"Isn't it awesome? Now, you can come with us!" Rainbow exclaimed.

"All of you? B-b-b-but these tickets cost a small fortune. How did you afford this one, let alone six?"

"Seven, I'm coming too," Spike pointed out quickly.

"Well, we all have tickets to attend the Gala, but then I realised that you didn't have one," Twilight explained. "So, I wrote to the Princess to see if she could provide another, and she gladly obliged. It just wouldn't have felt right, leaving you behind."

"Oh right," he said, feeling better now. "I suppose being a princess protogee has its perks then."

"It does yes," she giggled. "Now then, Rarity, is it ready for him to try on?"

"Oh yes!" She immediately shot up. "Come on everypony, I want you all to see this."

"See... what?" Dusk asked unsurely, slipping on his new scarf.

"Why, your suit for the Gala dear. Come along now," she ushered, leading them out of his house and off the Carousel Boutique.

* * *

The stage that Rarity had used for their fashion was set up at the Boutque when they arrived. Even though Hoity Toity wasn't going to be coming this time, Rarity still wanted give Dusk the chance to show himself off, if he so pleased, like they still had the fashion show. Twilight had noticed his eyes sparkle at the mention of that, as he had gone to change into it and she knew he had something in mind.

Waiting with the rest of her friends in the customer section of the Boutique, Twilight reflected on how much she had enjoyed herself at Dusk's party. He really had gone out of his way to try and make and good first impression with his first party. She noticed that he usually went out of his way anyway. Friendship really had made a difference in his life... just like it had done with her.

Returning herself to the here and now, she wondered how he would look in his suit, what kind of job Rarity had done on it. She had, of course, done wonderful work on the gowns for herself and the others, but she'd never really seen her work on clothes for a stallion. In Twilight's opinion, there wasn't a lot things you could do with a suit compared to a dress. But, then again, this was Rarity they were talking about. She was sure she'd done great.

"Ooh this is exciting!" Pinkie remarked. "Just too bad he missed the fashion show, I bet that would've been great."

"I don't know, he mentioned that he doesn't really like standing in front of a crowd," Twilight noted. "I don't think he would have liked that much."

"Oh well," she shrugged. "You really know him well, dontcha?"

"Well, he is my friend Pinkie and he works at the libraryn with me and Spike. That's kind of to be expected."

"I know, that's so great. Two good friends working together, it makes work so much more fun. Unless you work at Sugarcube Corner, then it's fun all the time!" She beamed at Twilight. "D'ya like spending time with Dusk?"

For some reason, Twilight found herself blushing at the question, like there was another meaning behind it. Had Pinkie noticed the way she acted around Dusk? She could be rather uncanny with things like this.

"What... what do you mean by that?"

"I mean do you like hanging out, like friends do, ya know?" Pinkie looked curiously at her. "What did you think I meant?"

"Oh um... nothing." She cast off those thoughts, for now. "Well, yes I do-"

"Ahem, if I could have everypony's attention?" Rarity had emerged onto the stage. "Our friend is ready to present himself. Spike, the lights please."

"Of course, m'lady," he bowed, closing the curtains and switching off the lights, as Rarity left the stage.

At first, there was darkness. Then, a purple, flower petal-shaped form appeared. This was followed by orange, pink, white, blue and cream, so that they formed a multi-coloured circle. Then, it turned a shade of dark blue, glowing brighter so they had to shield their eyes a little. When it exploded in a light flare, the colours soared around the room, as a trilby hat floated in the air above... and Dusk stepped out of the blue orb.

He was dressed a black, silk suit, with dark blue pinstripes moving vertically down. A white undershirt displayed a dark-blue velvet tie, that sparkled against the lights playing around him, the scroll of his cutie mark pinned to his lapelle. His mane was more neatly parted, his horn aglow with magic, both of which were covered up as the trilby came to rest neatly on his head, giving his audience a shy smile as his show finished and everypony applauded.

As Twilight clapped her own hooves, she was surprised at how different he looked. Although she might never say this out loud, she did think he looked very... well, handsome.

"Rarity, y'all have done it again," Applejack complimented. "An' Dusk... why, ya clean up like a shiny new penny."

"Yeah, you clean up nice Dusky. That's a cool look for you," Rainbow remarked

"Doesn't he look absolutely smashing?" Rarity stepped smartly beside Dusk. "I'm sure that our male chaperone will be the eye of every other stallion at the Gala."

"I hope not, I don't like being stared at," he pointed out shyly, still smiling at Rarity. "Thank you Rarity, this is a wonderful piece of work you've done."

"It was no trouble at all dear. At least you didn't ask for about a dozen different alterations." Her eyes flickered to the girls, as they laughed a little at the memory of the fiasco.

"And, to the rest of you..." He tipped his hat again. "Thank you all again, for this... this had been the best Hearth's Warming Day ever."

"Best Hearth's Warming Day ever _so far,_" Pinkie bought up, as they all laughed again.

Twilight too, couldn't help but smile, as Dusk stepped down to let them look him over. He truly had enjoyed this holiday and she was glad she was here, to play her part in doing so.

* * *

Aww, good for him. Just so everypony knows, I laughed so much when I had to type Hoity Toity.

Next up, Dusk helps to wrap up winter! See ya next time!


	3. Winter Wrap Up

**Winter Wrap Up**

Dusk sprung out of bed on the day he had marked on his calender, eagerly downing a quick breakfast, wrapping his scarf around his neck, jamming his trilby on his head and dashed out of the door, in time to see the sun breaking over the horizon. He always prided himself in being on time and he certainly wasn't going to be late for this special occasion.

Nearing the centre of town, he spotted a large crowd of ponies already gathered there, as the Mayor took her place upon the wooden stageto make her address. Everypony was wearing the designated vests of the teams, assigining their them their roles... except for Dusk and one other, who he spotted just arriving on the scene and galloped to join her. Her already excited smile grew even wider at the sight of him.

"Dusk! On time as always," she remarked happily. "Isn't this exciting? It's Winter Wrap Up day!"

"It certainly is," he agreed. "I feel a little out of place without... you know, a vest but... I feel better knowing that, hopefully, we can both find our place."

"With our intellects combined, I'm sure we will," she replied with a laugh.

"Well I'm glad... you two are so excited... it's too early..." Spike yawned from Twilight's back.

"Oh, come on Spike, try and get into the spirit of this," encouraged Dusk.

"Yeah, yeah..." He yawned again. "I think Canterlot has the right idea for the seasons... you know how they do this Dusk? It's nuts!"

"No magic, if I remember correctly." He turned his attention back to Twilight. "This is going to be tough for you, I suppose."

"It will be a challenge, yes. But I like a challenge. Now, I wonder which vest I'll be wearing..."

Dusk smiled and listened as the Mayor gave a bolstering speech, to do even better this year than last year and to make this the 'best Winter Wrap Up ever,' which made everypony cheer. All the while, Twilight was bouncing up and down like a filly, trying to get somepony's attention.

Trying to hold in a laugh, Dusk marvelled at how excited she was about this. He was too, but she was really wanting to go that extra mile in whatever way she could. Spike was just watching tiredly, his eyelids drooping.

After the Mayor had finished, the crowds dispersed to join their respective team leaders, leaving himself, Twilight and Spike teamless. Dusk and Twilight proceeded to look rather helplessly towards the groups, trying to find somewhere that might suit their talents.

"Oh my gosh, where should we go?" Twilight asked.

"I admit, I feel at a loss too. For one thing, we don't really know anything about the different roles..."

"You're right. What exactly does everypony do?"

"I think we're about to find out..." Dusk looked towards his other friends, as a music began to play.

_Three months of winter coolness_

_And awesome holidays_

_We've kept our hoovsies warm at home_

_Time off from work to play_

_But the food we've stored is runnin' out_

_And we can't grow in this cold_

_And even though I love my boots_

_This fashion's getting old_

Twilight led the way, taking them towards a good spot, where they might see all of the respective teams going about their specific tasks, to learn about how they might fit into the process.

_The time has come to welcome spring_

_And all things warm and green_

_But it's also time to say goodbye_

_It's winter we must clean_

Dusk, feeling swept up the song, took over.

_How can we help? We're new, you see_

_What does everypony do?_

_How do we fit in without magic?_

_We haven't got a clue_

_Winter Wrap Up! Winter Wrap Up!_

_Let's finish our holiday cheer_

_Winter Wrap Up! Winter Wrap Up!_

_'Cause tomorrow spring is here!_

_'Cause tomorrow spring is here!_

They both looked to the sky, to see the weather team going about their assigned roles, lead by Rainbow Dash, breaking the clouds and letting the warm sun grace their skin after so long in winter.

_Bringing home the southern birds_

_A Pegasus' job begins_

_And clearing all the gloomy skies_

_To let the sunshine in_

_We move the clouds_

_And we melt the white snow_

_When the sun comes up_

_Its warmth and beauty will glow!_

_Winter Wrap Up! Winter Wrap Up!_

_Let's finish our holiday cheer_

_Winter Wrap Up! Winter Wrap Up!_

_'Cause tomorrow spring is here_

_Winter Wrap Up! Winter Wrap Up!_

_'Cause tomorrow spring is here_

_'Cause tomorrow spring is here!_

Looking down, Dusk pointed to where he could see the animal team at work, Fluttershy among their number, but led by a pony Dusk didn't know. They watched as returning birds flew happily around them, bringing a joyful smile to Dusk's features, as one nestled in his hat breifly.

_Little critters hibernate_

_Under the snow and ice_

_We wake up all their sleepy heads_

_So quietly and nice_

_We help them gather up their food_

_Fix their homes below_

_We welcome back the southern birds_

_So their families can grow!_

_Winter Wrap Up! Winter Wrap Up!_

_Let's finish our holiday cheer_

_Winter Wrap Up! Winter Wrap Up!_

_'Cause tomorrow spring is here_

_Winter Wrap Up! Winter Wrap Up!_

_'Cause tomorrow spring is here_

_'Cause tomorrow spring is here!_

Gazing off to the vast, open fields, they watched the plant team go to work, with strong stallions operating snow ploughs or raking up the snow, while others set to work planting the seeds they needed for food. Applejack led this team, as Dusk knew she would.

_No easy task to clear the ground_

_Plant our tiny seeds_

_With proper care and sunshine_

_Everyone it feeds_

_Apples, carrots, celery stalks_

_Colorful flowers too_

_We must work so very hard_

_It's just so much to do!_

_Winter Wrap Up! Winter Wrap Up!_

_Let's finish our holiday cheer_

_Winter Wrap Up! Winter Wrap Up!_

_'Cause tomorrow spring is here_

_Winter Wrap Up! Winter Wrap Up!_

_'Cause tomorrow spring is here_

_'Cause tomorrow spring is here!_

They had what they needed now: they knew about all of the roles that each team played, what they did to bring in spring. Now, as he sang the last few notes together with Twilight, Dusk had to find his place among it all, to do his very best to bring in spring.

_Now that we know what they all do_

_We have to find our place_

_And help with all of our hearts_

_Tough task ahead we face_

_How will we do without oue magic_

_Help the Earth pony way_

_We wanna belong so we must_

_Do our best today,_

_Do our best today!_

_Winter Wrap Up! Winter Wrap Up!_

_Let's finish our holiday cheer_

_Winter Wrap Up! Winter Wrap Up!_

_'Cause tomorrow spring is here_

_Winter Wrap Up! Winter Wrap Up!_

_'Cause tomorrow spring is here_

_'Cause tomorrow spring is here_

_'Cause tomorrow spring is here!_

"Well," said Dusk breaking the breif silence, "everpony has a place to belong, so let's get started before they bring in spring without us."

"Hey, there goes Rainbow Dash!" Twilight pointed, as a gust of wind swept past them. "Let's see if we can help her!"

"Twilight, wait, think for a moment." She seemed to be getting a little too swept up in it. "The weather team are all Pegasus ponies for a reason. Unless you're er... secretly an alicorn, I don't think there's much we can do there... not that I'm saying you're stupid, or anything..."

"Oh, right yeah..." She giggled a little. "It's okay Dusk, you make a good point... I know! Carousel Boutique isn't too far from here. Maybe Rarity is doing something there."

Pleased that she hadn't taken his statement negatively, they trotted off to the fashion store, shaking Spike awake as he tried to take a nap. They may have ruled out one team, but that still left plenty of others to choose from and find a place in, so Dusk wasn't disheartened.

Twilight seemed to be a different story. He hoped that what he said hadn't made her upset, but she did look sad that they couldn't help with the weather. She wanted to do her part so badly, that Dusk really felt for her. She always applied her best to everything she did, and he was sure that she, at least, would find somewhere to fit in without her magical talents.

"It'll be okay, Twi," he consoled. "Sure we can't move the clouds around, but there's still so much to see. You'll see, you and I will find somewhere... if not me, then you at least..."

"Yeah... yeah, you're right." She smiled appreciatively at him, as they neared their desitnation. "Thanks Dusk, I needed that. You'll find a place too, I'm sure of it."

"Nice to know you have confidence in me, when I never do," he replied.

"Well, somepony has to." They both chuckled, as they halted before the fashion pony. "Rarity, please tell me there's something, _anything_ I... well, we can help you with," she added, glancing at Dusk.

"We, eh?" Rarity's eyes seemed to twinkle for a moment, before giving a smile. "Well, how would you two like to help create Ponyville's finest birds' nests?"

"Birds' nests?"

"Why yes." She gestured to all of the materials around her, and to a completed nest. "When the weather team guides the birds back north for the spring, they'll need a place to live and lay their eggs."

"That's a fine nest, Rarity," Dusk remarked, as she gave him a grateful smile. "But... I don't think I can be much help here..."

"Oh, Dusk, whatever makes you say that?"

"I was never much good at arts and crafts, I can barely do anything with my magic, let alone my hooves." He inclined his head politely. "Thank you, but I'll try something else... but I'm sure Twilight would love to help, right Twi?"

"Well, if you're sure." She looked pityingly at Dusk, before turning to her friend. "Well, Twilight? Would you like to try your hoof at a nest?"

_Would I_? Yes!" She gave Dusk an appreciative look. "Where do I begin?"

Dusk and Spike stood back and watched, as Twilight was given the materials to get started. She organised them nicely and set to work, Rarity providing direction where she could. However, she had some difficulty with hoof dexterity, so that the finished result wasn't exactly... well... neat...

There! It looks just like... yours." Her face fell when she saw her's and Rarity's were in no way alike. "Oh my..."

"That nest needs to be condemned," Spike decided at once.

"Spike!" Dusk snapped at him. "She tried her best, nopony can fault her for that."

"Exactly Dusk." Despite her assurance, she didn't exactly look too sure herself. "Besides Spike, it's not so bad, ah, maybe birds can use it as a..."

"An outhouse?"

"Spike, stop that! You're not helping!" Dusk snapped again, feeling awful at how forlorn his friend looked.

"Yes, Spike really..." She gave him a disapporving look, then approached a flushed Twilight. "It's just fine. It's just a little rough around the edges. Let me lend you a hoof..."

As Rarity set to work, attempting to repair the damage, Dusk walked up to Twilight, who looked thoroughly ahsamed of herself. Doing his best to cheer her up, he gave her a gentle nudge and his best smile, trying to say, without words, that she had done her best to try. She returned it weakly, grateful at his attempt. When it became clear that Rarity wasn't going to be done quickly, they left her to it to try and find somewhere else to fit in.

"Well, that could've gone better," Spike said when they were away.

"Spike, what did I say?" Dusk turned to Twilight, who was hanging her head in shame. "It wasn't that bad... it was... well, it was-"

"A complete disaster." She sighed, but smiled anyway. "It's okay Dusk, I'm fine now. I think I saw Pinkie at one of the lakes, let's go and see what she's doing..."

"Good idea. And... Twi?" She lifted her head up. "Okay, so neither of us are much good with nest making. At least you tried. Chin up Twi, there's a place for you here somewhere, I can feel it."

"Thank you Dusk." Giving him a smile that made him feel so warm, he could probably melt the snow, they approached the frozen lake.

As promised, there was their pink partying friend, wearing ice skates and dancing gracefully on the ice, as easily as anypony else would be walking. At first, Dusk didn't see the point of this activity, but then he noticed that she was cutting lines in the ice in specific chunks. It didn't take him long to figure it out from there.

"Helooooooo Twilight aaaaaaand Dusk! Wheeeeeeee!" She spinned in a rapid circle at this.

"Wow Pinkie Pie, you're quite the skater. Probably the best skater I've ever seen," praised Twilight.

"No arguements from me," Dusk agreed. "You take to ice as easily as a Pegasus pony does to the sky, Miss Pie."

"Hey, that rhymed!" She giggled as she halted before them. "Thanks guys, I've been doing this since I was an itty-bitty little-wittle Twinkie-Pinkie. Just comes natural. Which is probably why they designated me the lake scorer. I-"

"You use your skates to carve out chunks of the ice so they break along the lines, therefore making it easier for when the Pegasus ponies bring out the sun to melt the lakes," Dusk said at once. He then realised he'd cut her off and felt a little embarrased.

"How _does _he do that? He's psychic, I tell you," she murmered to Twilight, who sniggered.

"It's certainly a clever system, figured out by a clever pony." Dusk flushed as she giggled again. "Well you sure have a lot of work ahead of you, there's quite a few lakes in Ponyville..."

"Ha, tell me about it. Hey, Twilight, wanna help me out?"

_"Would I_?"

"Come on, put on those skates over there. I bet you'll be a natural too."

"Okay. Wish me luck Dusk." She trotted over to the skates, leaving Pinkie with Dusk.

Pinkie seemed to suddenly remember him, and looked apologetic when she saw he'd been left out

"Sorry Dusky, I only have one spare pair of skates. Do you wanna take mine, so you can try?"

"It's fine Pinkie. I'd probably be terrible anyway... I'll watch Twilight and you, offer moral support," he decided.

"Okie-dokie-lokie." She skated off again, as Twilight finished putting on her own skates.

As soon as she set hoof on the ice, however, her legs started to wobble like jelly, like she would collpase at any moment. But Dusk had promised to be supportive, so he stayed close-by, justin case he needed to stop her falling.

"Uh... maybe on second thought..." She slipped a little, as Dusk caught and righted her. "Thanks..."

"What are you talking about? You said you wanted to be helpful," pointed out Spike.

"Now get out there." He moved to push her, but Dusk held him back, gesturing that he should handle this.

"He's right Twi. Just get out there, and do your best. I'll cheer you on... I might as well be slightly useful..."

"Okay... okay... I can do this. Dusk, a little push please?"

"Certainly... good luck..." He gave her a gentle push, just enough to get her going.

Watching from the edge of the ice, it became quite clear to the male unicorn that Twilight wasn't a great shakes at skating. Even though Pinkie tried her best togive pointers and Dusk offered his best support, she had no control over her movements, skidding and swerving uncontrollably.

The final nail in the coffin came when she skated rapidly towards Pinkie, crashed into her and then both of them hit Spike, who had wandered onto the ice, causing them to crash in a heap by the side of the ice, as Dusk hurried over to help them.

"Ha ha, you are a natural, Twilight. A natural _disaster_." Spike guffawed at the whole thing, but stopped when Dusk gave him a sharp rap with his hoof, proceeding to lift Twilight to her hooves.

"Twilight, you did a great job your first time around," Pinkie said, shaking herself down. "I'm sure my first time was just as wobbly and bobbly and crasheriffic as yours."

_Really_?"

Pinkie looked unsurely, before admitting: "No." She realised how sad Twilight looked and put on a bright grin. "But did I make you feel better?"

"Mm-hmm, yeah, I guess," Twilight said.

"I think you'll be super awesome at something that keeps your hoofs on the ground. You too Dusky," she added. "I know, Fluttershy could probably use your help with the critters."

"Well... I'm pretty good with little animals." She looked more hopeful, turning to face Dusk with a smile. "Dusk, you are too. We could find our place there!"

"I er... I suppose I am, yes... yes, let's go and help her. Woah, watch it!" He caught her again, as Twilight started to slide off again.

Helping her out of her skates before she crashed again, they proceeded to where all of the animal burrows in Ponyville were, hearing the pleasant sound of a ringing bell as they approached.

For the first time, Dusk felt confident about this Winter Wrap Up business. He had, after all, helped Fluttershy put these animals in hibernation in the first place. He was sure he would be a dab-hoof at waking them up as well. From what he could see, it looked simple enough.

They saw Fluttershy with her head down one of the burrows, stepping back as a pair of hedgehogs yawned and awoke, waddling out into the open. It was an adorable sight, to see them awake again from their long sleep.

"Awww, how cute," cooed Twilight.

"Aren't they?" Fluttershy looked after them, like a caring mother. "This is my favorite task the whole season, when I get to see all my little animal friends again."

"Uh, what's "hibernation"?" Spike asked curiously.

"It's a natural stage of animals in winter," Dusk explained. "They go into a non-active state by sleeping, to conserve energy, because there's so little food growing in winter. By eating less by sleeping, they can keep the energy they have to keep their bodily functions going until, of course, they wake up in spring."

"Hey... I definitely like the idea of hibernation, uh, except for the "eat less food" part."

"You would," Dusk chuckled. "Anyway, can Twilight and me lend a hoof Fluttershy? We need to find our places in Winter Wrap Up and you do have a lot of warrens and dens to clear, by the look of it..."

"Oh yes, that would be wonderful!" She gave them a pair of bells to get started. "Just ring them to wake up the animals, and coax them out... gently though..."

Splitting up to take seperate dens, Dusk approached his first and rang his bell over the entrance, the sound echoing down below. Hoping that would be enough, he peered inside as something stirred.

"Wakey wakey down there," he called out. "Spring is here, so shake a leg."

He stepped back as a family of fluffy white rabbits hopped out, stretching and yawning. When they finished, they gave little smiles at Dusk, which he returned with a tip of his hat and hopped off to find some food.

He'd done it. He'd actually helped and it worked! This was definitely Dusk's task in Winter Wrap Up, waking up the critters. It was so easy and so rewarding, seeing their little faces. Twilight would manage this as well, so they could both join in with it. He wondered how she would be-

"AGH! SNAKES, SNAKES!" He whipped around to see her backing away from the yawning reptiles.

"Twilight, look out!" He warned her too late, as she backed into a burrow.

Screaming again, she was chased out by a flock of screeching bats, galloping head first into a tree. A beehive was dislodged from the impact, landing on her head as she ran around blindly. Dusk rushed forward to try and help, but she ran straight into another den, waking up the skunks that had been sleeping inside. Dusk heard her groan in pain from inside.

"Spike, get back to the library and get some tomato soup and some baking soda," Dusk ordered, peering into the warren.

"Odd time to be thinking about eating, isn't it?" Spike asked.

"Believe me, I have no intention of eating it..." Hoping the bees weren't still angry, he ventured down to pull out his friend.

* * *

Back at the library, they proceeded to treat Twilight for her injuries. After removing the bee stings, Dusk had applied baking soda to the wounds, as well as some for himself. There had still been a few of the stinging insects left when he'd pulled her out.

Spike and Dusk then placed her in a wooden bath with tomato soup in it, a remedy that would at least mask the smell of the skunk spray. They would have to apply a different treatment later, possibly a spell to cancel out the stench, which was so strong both Dusk and Spike had clothes pegs on their noses. Even then, Dusk's eyes were watering from the smell.

"All this Winter Wrap Up stuff is a lot harder than it looks," commented Twilight, as Spike brushed her mane.

"Right, because there's no magic," pointed out Spike. "Why don't you just use _magic_, Twilight, and get it done the right way?"

"No, Spike, I have to do it the traditional way," she insisted firmly. "Ponyville has never needed magic to wrap up winter."

"Well, they never had _you_ here before, either. Think how much quicker they could wrap up winter with your magic."

"Spike, drop it," Dusk said. "We need to do this their way, by their rules. Twilight respects that, and so do I."

"Precisely. I'm gonna find some other way that I can help out if it kills me." She turned to Dusk. "Besides, you seem to have found a place just fine. Fluttershy said you weren't even scared by the snakes."

"Well... there was no reason to be, they were harmless. But still... do you really think I... fitted in there?"

"Of course, you were great with the animals," she praised. "I told you that you would, didn't I?" Now that you've found your place here, I'm sure to find mine!"

"That's the spirit Twilight!" He grinned, scrubbing her ears. "There's still the plant team to go to, you can head there... once we're done getting rid of Odour Le Skunk, it really doesn't suit you..."

"I didn't think so," she laughed, in spite of herself. "You don't have to worry about me, just go and get your vest once we're done."

"Okay... I didn't want to feel like I was leaving you alone..."

"You won't be. You found your place, and I'm proud of you. You'll be a great addition to the animal team, I know it."

"Thanks, Twi... sorry that you can't join me."

"Don't be, it's no problem."

"When you two are done, can we get this over with?" Spike said irritably. "This peg is hurting my nose..."

Dusk chuckled a little, returning to cleaning up his friend, with a little bit of a blush to his cheeks now

It took them a full half an hour to get rid of the stench, even then there was a little bit left. Waving goodbye to his fellow librarians, Dusk found the leader of the animal team, proudly donned his own tan vest, took a bell and worked with Fluttershy to awaken the animals. He could at least do it with pleasant company.

"I'm so glad that you're helping me here Dusk," she said happily. "And that you fit in somewhere."

"Me too Fluttershy," he replied. "I just hope Twilight can find her place..."

"Don't worry, I'm sure she will. She's very clever, so she's bound to."

"Yes, she will..." He grinned at her. "Now then, these animals aren't going to wake themselves. Let's get to it!"

"Right. Come on, this way..."

It was a very pleasant activity, as Dusk did his best to wake up all of the critters, including raccoons, rabbits, squirrels, snakes, bats and many many more, as well as leaving baskets of food out for them and fixing up their homes, but he preferred just waking them up.

Despite Fluttershy's assurances, Dusk couldn't hlp but be concerened for Twilight. The only tasks that remained were with the plant team, which required strength and stamina... something she didn't really have. But, she was quite determined to help out in anyway, so Dusk had faith in her. She would suceed... she had to.

But it seemed that, no matter how quickly they were moving, there always seemed to be more warrens, more animals to rouse from their sleep. Dusk feared that they wouldn't get them all done in time for the rest of the teams... and he was right.

They got a signal from a Pegasus pony, meaning that it was time for them to clear the clouds so the sun could melt the snow. Fluttershy and Dusk, knowing that they weren't ready yet, hurried back towards town to stop Rainbow leading her team off before it was too late. Thankfully, they made it.

"Rainbow Dash, y'all on the weather team need ta melt the rest of the snow here on the ground and the trees, pronto," Applejack was saying.

"Got it!" She was about to fly off when-

"Stop no! We're not ready yet!" Dusk shouted.

"He's right. My poor little animals' homes will get flooded if the snow melts too fast," Fluttershy warned.

"Got it." Dusk breathed a sigh of relief, until...

"Ah'm tellin' ya Rainbow, ya gotta melt that snow _now_."

"No, you simply must wait," Fluttershy cried.

"Okay..." Rainbow and her teamwere starting to look confused. Pretty soon, it descended into chaos

"Go."

"Stop."

_"Go_."

_"Stop_."

"GO!"

"STOP!"

"Ugh! Make up your minds!" She yelled in frustration.

"Oh! What in Equestria are all you arguing about?" The Mayor had realised what was going on, and looked furious. "This sort of silliness is why we were late for spring _last year_, and the year before that, and the year before _that_."

Dusk could only watch as the full extent of the disaster hit them. The ice chunks were too big, Rarity was behind on nest-making, the animal team was going too slowly, the plant team needed to get their seeds in the ground, somepony had lost their seeds, a pegasus pony had gone the wrong direction. It was close to sundown, at this rate winter would be late again.

Setting his mind to work, Dusk began to think, drowning out the arguing ponies around him. It was complete and utter chaos, they needed organisation, efficency, direction. They needed... they needed...

"Of course, that's it!" He shouted aloud. Everypony stopped arguing and looked at him like he'd gone mad.

"Uh... what's it?" Applejack asked unsurely.

"We can't afford to argue, we don't have the time. We need somepony to organise us, somepony who can use her skills to make sure we can work together to bring in spring on time. We need Twilight Sparkle! Quick, we need to find her! Who last saw her?"

"Right here." There she stood, Spike by her side with a quill and checklist. "Great minds think alike, it seems."

"Indeed." He looked around at them, trotting over to his friend. "You want to listen to anypony, listen to her. Go ahead, Miss Sparkle."

"Thank you, Dusk," she said, as he took his place by her side. "I know you all want to complete your jobs on time, but arguing is no way to go about it. Dusk is right. What you need is _organization_, and I'm just the pony for the job."

Feeling even more bolstered than when the Mayor gave her speech, Dusk set to work with whatever modifications that Twilight made to the process... and she did not disappoint.

With her in charge, the tasks went ahead a lot more smoothly. Rarity was able to catch up on the nests that she had failed to make, with asisstance from everypony else on the animal team, the ice scorers were able to cut the ice into much more manageable chunks for the it to be melted when the sun came up and the snow cleaners worked in sync with the seed planters, ensuring quicker planting of their food.

They also implemented a much more efficient waking system, whereby several bells could be rung at once to wake up multiple critters at the same time. It worked extremely well, as Dusk proudly rang one of the bell systems in place. He tipped his hat to a few snakes that slithered by, one of them politely bowing in return. Twilight, however, ran to hide up a tree until they passed. Dusk even used a colour flash of his own to signal the weather team to move the clouds.

They did this in seconds, even managing to sweep away some more snow in a wind cyclone they created, allowing the sun to stream down over Ponyville. As the snow and ice began to melt, Dusk was reassigned to the plant team, as was everypony else on the animal team, to help plant the remaining seeds and water those already planted, as well as transporting food around. While doing this, he caught Twilight's eye in the midst of it all, the two of them exchanging proud smiles with one another.

By the time the rest of the weather team returned with the southern birds, everything was ready. The rivers were flowing again, animals were at play, the bird nests had been completed and everything that was green had returned to the land. They had done it. Spring was on time. Dusk was standing beside Twilight, gazing over the town at all of their hard work, as the Mayor joined them, along with everypony else in town.

"I can't believe it. Spring is here! _On time_! And we have you to thank for it," she said proudly. "If it weren't for your organizing skills we would still be arguing. It seems your friend Dusk's faith wasn't misplaced."

"Ai-yup," said Big Macintosh, making everypony laugh.

"It was a team effort," Twilight reminded them.

"And since you helped every team, we have an official vest for you. We give you the title, "All-Team Organizer!"" A vest with every team colour was presented to her by Rarity, as she glowed with pride.

"Gosh, I don't even know what to say. Thank you everypony. Especially you, Dusk. You never lost faith in me."

"Not once," he said truthfully. "After all, somepony has to."

"And hereby I declare that winter is... wrapped up _on time!" _The townsponies cheered at the declaration, as Dusk and Twilight shared a hoof-pound and a smile.

"Spike's sure gonna be in for a hog-sized surprised when that last piece a' ice melts," Applejack pointed out, seeing him asleep in the middle of a lake, sparking more laughter.

When the crowd dispersed, it was just Dusk and Twilight left, still wearing their team vests, as well as still feeling proud.

"Well Twi, we did it. Even me," he said proudly. "Once again, I'm in a job in which you're in charge, as is the natural order." She giggled at that. "I'm proud of you, and you did it without magic."

"I'm proud of you too, Dusk," she said sincerely. "Two Canterlot ponies finding their place in Winter Wrap Up. Not bad, I'd say. Do you think we should wake Spike up?"

"I don't know... he _did _make all of those jibes at you and I've not quite forgiven him yet," he said slyly. "Besides, a little water never hurt anypony."

"If you say so," she giggled. "I want you to come back to the library when he wakes up, I want you to hear my report to the Princess."

"I'd be glad to. My holiday's over anyway."

"So it is. That means it's back to work now, so I expect you tomorrow on time," she ordered in a mock authoratitive tone.

"You know me, Twi," he replied smartly. "I'll be there on time... just like spring this year."

He gazed proudly up at the clear blue sky, as the sun streamed on his face, happy and satisfied that he had played his part in wrapping up winter, along with all of his friends. Spring was here, a new beginning... time to see what it held in store for him.


	4. Out For A Walk

**Out For A Walk**

Placing his last dandilion and grass sandwich into his saddlebag, Dusk checked over one more time to see if he he had everything that he needed. Water, lunch, a notebook and quill, picnic blanket. Okay, so he had everything now, so it was time to set off.

Locking his door as he left, he stepped outside and looked around, deciding to go off to the right, towards the centre of town, perhaps take a route towards Whitetail Wood. He rather liked that place.

This was one of Dusk's hobbies that didn't involve reading. Every now and again, he would go out on a walk, to get some exercise and to explore the area a little. There'd been some good places in Canterlot, but he hadn't done one for Ponyville yet. So, that's what he was going to do today, early on in spring.

He thought about the places he could possibly go. There was the mountain where Fluttershy had stood up to a dragon, but he didn't feel like climbing. The Everfree Forest was definitely out of the question, maybe Sweet Apple Acres... no, the wood would do for today, he thought to himself, as he greeted the occasional pony that walked by and waved at him.

As he left town, walking back on the country roads, a familiar face was floating along in the opposite direction, humming a tune to herself as she fluttered her wings gently to keep herself aloft.

"Good afternoon, Fluttershy," he greeted as he reached her. "Where are you going?"

"Oh, hello Dusk," she said. "I'm just on my way to one of my favourite spots where the animals play, I just love it there." She noticed his saddlebag. "Are you going somewhere... if you don't mind my asking?"

"Not at all. I'm just going for a stroll. It's something I like to do, sometimes. Keeps me fit and lets me explore." He suddenly had an idea. He usually did this on his own, but now he had friends so maybe... "Hey, you're not too busy, are you?"

"Um... not really, I suppose. Why?"

"Well, if you want to, would you like to join me? I wouldn't mind some company."

"You wouldn't? Oh, I would love to, it sounds like a nice idea... if you're sure you don't mind..."

"I told you it's fine. In fact," he continued, "I'll wait here, you go and find some of our other friends, see if they'd like to come along too. You'd better try and bring some extra food too... I only packed for me."

"Alright then, see you in a bit." With that, she flew off to find the others.

As Dusk waited for her to return, he couldn't believe he didn't think of this before. These walks were usually a time when he couldbe alone with his thoughts, along with the beauty of nature. Now, it might be even more enjoyable, if nopony was too busy of course.

After fifteen minutes, the cream-coloured pegasus returned, with Applejack and Rainbow Dash in tow, both of whom were wearing their own saddlebags, though Applejack's looked the heaviest.

"Sorry the others couldn't come," Fluttershy apologised. "Twilight's studying, Rarity's busy at the Boutique and Pinkie's got a big order of muffins to finish."

"It's fine, the more the merrier," Dusk said cheerfully. "I take it you two weren't too occupied then?"

"Nope, taday's a day off fer me, an' this seems like a mighty fine way ta spend it," Applejack replied.

"Yeah, and I was just taking a nap. This sounded like a better idea though, so I figured, 'why not'?" She hovered up to him. "So, where are going?"

"I usually just pick a direction and walk in it, to be honest," Dusk replied. "I was thinking of going up to Whitetail Wood, then see where we go from there."

"Lead the way then," Applejack insisted, as they set off once more.

"So uh... what's the point of this walk anyway?" Rainbow asked, hovering next to him.

"There isn't really a point, to be precise," Dusk explained. "I just feel like taking one, that's all. It's just something else I do that doesn't involve reading."

"Well, at least you're not a total egghead then," she remarked with a grin. "I guess it's kinda like me, and my need for speed."

"Yes, only this is safer. A _lot _safer," he emphasized, still shuddering remembering his skyward trip he took.

"Well, like ah said, it's good way ta spend the day." Applejack had joined in the conversation. "Ah packed us plenty-a apples an' apple snacks for eatin' later, so nopony's goin' hungry."

"I hear that the flowers that grow in Whitetail Wood are beautiful in spring," put in Fluttershy. "I hope they're in bloom, that'd be great."

"Hey, if this trip is gonna turn into flower picking, I might as well just jet off now," Rainbow warned.

"Oh um... sorry, Rainbow... I guess it doesn't matter..."

"To each their own, Miss Dash," Dusk pointed out smartly, smiling encouragingly at Fluttershy. "Let's just wait until we get there, shall we?"

"Well said, sugarcube. C'mon everypony, let's get walkin'," Applejack declared

Dusk found this was even better than he first thought. Now they were on the peaceful country road, it was just him and his friends, with the birds chirping happily and the sun up high in the sky. He would have liked if they were all here, but they were still good company anyway.

Fluttershy would stop, every now and again, to witness a bird or mouse or any other critter scuttle by. She wouldalways apologise afterwards though, hoping they weren't mad. On occasion, Rainbow would get bored of the pace they were going at and do a trick or two in the sky, sometimes asking if they were there yet. Applejack strode right next to Dusk, engaging in pleasant chit chat, catching up since Winter Wrap Up a few days ago.

"So, Twilight actually used magic at one stage?" Dusk asked her.

"Sure did, an' it didn't turn out well, ah can tell ya. Not only did she crash the plough, but she also caused an avalanche that we had ta clean up."

"You weren't... too hard on her, were you?"

"Ah guess, maybe, but she had ta learn there was no place fer magic in wrappin' up winter, 'specially not on ma team," she said firmly. "'Sides, she found her place in the end, ya both did, which ah think is jus' dandy."

"I thought so too. I really enjoyed working with the animal team. Do you... think I did a good job, Fluttershy?"

"Oh yes, you did a wonderful job," she said eagerly. "He was so gentle with all the little critters, even ones like snakes that most ponies would be afraid of."

"Eh heh..." He rubbed the back of his head. "They were harmless... it was no big deal..."

"Ya helped ta wrap up winter, ah'd say that's a big deal, sugarcube," the country pony said.

"I agree," Fluttershy voiced. "It's always nice when somepony says something nice about you. Take a compliment, Dusk... I mean, if you want to... of course..."

"No, you're right... as always... thanks girls." He smiled warmly at them. "I find it hard to imagine a time when I didn't know any of you."

"That's... nice of you to say so," Fluttershy said shyly, blushing a little.

"Sure is. Thank ya kindly, Dusk." She tipped her stetson to him. "Fer what it's worth, ya make a fine addition ta our friendship."

"Yeah yeah, enough with the sappy stuff," Rainbow said impaitiently. "Can't we find some other way to pass the time till we get there? You guys are gonna make me puke."

"We could sing," Fluttershy suggested. "A nice song to put a spring in our step."

"No no no, I didn't mean-"

"Yeah, why not? Ya know any good songs, Dusk?" she asked him.

Dusk thought for a bit. He had read a book of songs, that were good to hum or sing to one's self while walking. One immediately sprung to mind, a favourite of his, and with some alteration of the lyrics, he could make it even better.

"Okay, I've got one," he said. "I think you might like this one Rainbow, it has a fight in it."

"Eh... all right then," she said reluctantly. "Let's hear it."

Humming the opening notes and hearing the music play from somewhere,Dusk struck up this tune as they strolled through the woods:

_To the town of Appleloosa rode a stranger one fine day_  
_Hardly spoke to folks around her didn't have too much to say_  
_No one dared to ask her business no one dared to make a slip_  
_for the stranger there among them had a big pie on her hip_  
_Big pie on her hip_

_It was early in the morning when she rode into the town_  
_She came riding from the south side slowly lookin' all around_  
_She's an outlaw loose and running came the whisper from each lip_  
_And she's here to do some business with the big pie on her hip_  
_big pie on her hip_

_In this town there lived an outlaw by the name of Troxas Red_  
_Many colts tried to take him and that many had pie on their head_  
_He was vicious and a splatter though a youth of twenty four_  
_And the notches on his pie plate numbered one an nineteen more_  
_One and nineteen more_

_Now the stranger started talking made it plain to folks around_  
_Was a Ponyville ranger wouldn't be too long in town_  
_She came here to take an outlaw back on a poster she had read_  
_And she said she tracked him here she was after Troxas Red_  
_After Troxas Red_

_Wasn't long before the story was relayed to Troxas Red_  
_But the outlaw didn't worry colts that tried were forced to bed_  
_Twenty colts had tried to take him twenty colts had made a slip_  
_Twenty one would be the ranger with the big pie on her hip_  
_big pie on her hip_

_The morning passed so quickly it was time for them to meet_  
_It was twenty past eleven when they walked out in the street_  
_Folks were watching from the windows everypony held their breath_  
_They knew this brave young ranger was about to meet her death_  
_About to meet her death_

_There was forty feet between them when they stopped to make their play_  
_And the swiftness of the ranger is still talked about today_  
_Troxas Red had not cleared metal fore the pastry fairly ripped_  
_And the ranger's aim was deadly with the big pie on her hip_  
_big pie on her hip_

_It was over in a moment and the folks had gathered round_  
_There before them lay the body of the outlaw on the ground_  
_Oh he might have went on living but he made a fatal slack_  
_When he tried to match the ranger that they call Applejack_  
_They call Applejack!_

"Awesome! AJ splatted somepony with a pie!" Rainbow laughed, as the pony in question flushed.

"Now, ah can tell ya that ain't true... but it sure was clever of ya ta mix up the lyrics a lil'."

"I thought so," Dusk remarked, as he chuckled, gazing at his surroundings. "Twilight was right, this place is lovely, even better in spring."

"Hey, we never really _did _settle who the Iron Pony was, did we?" asked Rainbow curiously.

"Guess it don' matter now... unless ya wann have a lil' race right now?" Applejack challenged.

"You're on! First to that tree and back!" She dashed off with a gust of wind.

"Hey, no wings!" Applejack shouted, sprinting after her.

"Those two..." Dusk chuckled. "Right Fluttershy?" He looked to see she was gone. "Fluttershy?" He spotted her by a clump of orchids growing nearby.

"Look at all of these beautiful flowers," Fluttershy said, sniffing one of them. "It's a shame the others couldn't come, this is wonderful. I know, I'll pick some for them, show them they haven't missed out..."

He smiled after her, as she picked them delicately with her hooves. She really was something... they all were. He sighed, thinking of Twilight in the library. He wished she was here... she would love this.

Dusk approached one of the flowering bushes, sniffing them. They certainly had a pleasant fragrance. He spotted one of them, a bunch of lilacs, as some bees flew out of them. Feeling compelled do something nice, he picked them and put them in his saddlebag for Twilight. He hoped she would like them.

"Yes, I won!" Rainbow Dash yelled, making Dusk jump.

"Okay okay, ya beat me this time," panted Applejack. "Well, don't know 'bout everypony else but ah'm famished. Who wants lunch?"

Following Fluttershy, who would join them later in the meadow that she was picking her flowers, Dusk set out the picnic blanket he'd bought along, pulled out one of his sandwiches and sank his teeth into it. Rainbow pulled out a pair of sunglasses and lounged on the blanket, whilst Applejack hoofed out a few apples for everypony to eat as well, including candy apples.

To entertain them while they ate, Dusk made a puppet show for them all, just depicting some animals running around and playing in the long grass, adored by Fluttershy as she chased after them. If he had known how his little talent would make so many ponies happy, he would have shown it a long time ago.

Fluttershy soon came and sat beside him, helping herself to an apple, whilst Rainbow had another nap and Applejack rested herself against a nearby tree, her hat over her closed eyes, relaxing peacefully.

"This really was a lovely idea, Dusk," she whispered. "Thank you for inviting me along."

"I was glad to," he said, casually floating his trilby into the air, glancing at her flowers. "That's a good bouqet you have there, who's the lucky pony?"

"Dusk..." She blushed heavily at his joke. "You know... these are for our friends..."

"Don't worry, I'm just joking," he assured. "Though, for the record, I think anypony would be lucky if they did ask for your hoof."

"Um... that's sweet of... you to say so..." She still blushed, but there was a little smile to her now. "But... I'm not looking for romance... that's more Rarity, than me..."

"Fair enough," Dusk agreed, shrugging. "I'm not saying you have to but, someday, I like to think you'll find that special somepony... it just takes time."

"I didn't take you for a romantic, Dusk."

"Well... I sort of am, I suppose..." He smiled more to himself than her. "I've never really thought beyond making friends,but now... I guess it's something else to strive for... if I meet somepony, that is."

"I'm sure you will, and she'd be lucky to have you too." she said kindly, making him blush now. "If you do... and you need help... you can always ask us."

"I'll bear that in mind... thanks." Smiling at the Element of Kindness, he placed his hat back on. Then, her eye caught something in his saddlebag.

"Are those for Twilight?" she asked, looking at the lilacs.

"Yeah... do you think she'll like them?"

"I'm sure she'll love them, especially if they're from you."

"What do you mean by that?" Dusk asked a little too quickly.

"Oh um... nothing..." Embarrassed, she lowered her head and became more interested in her hooves.

Not mentioning the subject again, they enjoyed the rest of the day in that little spot. Once they woke up, the two atheletes suggested a game of speed and reflexes, wherein Dusk conjured up colour shapes and they had to reach them as fast as they could, before they vanished. Rainbow and Appplejack finished in a dead heat, though Rainbow insisted that she won. When Dusk went up against Fluttershy, who was nervous at the prospect, he allowed her to have a close victory by a few points, which surprised her greatly.

Soon, the sun began to dip lower in the sky, painting the horizon with an orange hue. It was time for them to head off home, Dusk rolling the blanket back up into his bag and picking up their scattered cores.

"Wait a sec..." Applejack picked up one of the cores, extracted the seeds with care and delicately planted them in the a spacious patch of the meadow. Dusk helped her dig a hole, covering it up a few seconds later. "There... now there'll soon be a nice new apple tree in this here spot."

"New life in spring, a wonderful thing," Dusk mused to himself, making Applejack smile. "Thanks for today AJ, it was... memorable."

"Ah sure hope so," she chuckled. "No problem Dusk, ah had fun with y'all."

"Can we get home now?" Rainbow called out. "I'm bushed."

"Rainbow, you were asleep for the past hour," Dusk reminded her as they set off once more.

"Yeah I know... but still." She shrugged and sped off, leading the way back to town.

Dusk let Fluttershy go off ahead of him, her bunches of flowers in her mouth. She gave him a grateful smile and floated away like a leaf in the breeze. As she did, Dusk thought back to what she had said earlier...

Even though she probably just meant it in a friendly way, Dusk's mind still whirled at the possibilites that were now open from their previous conversation topic, even as they set up to leave back for Ponyville, at a much gentler pace this time. She'd said that any mare would be lucky to have him... did she mean that?

And Twilight... he'd never thought of her as anything more than his good friend but now... no, that would be stupid Dusk, he told himself. She'dalready made clear her views on romance and love, she would never even consider... well, that... he would just have to stop thinking about it like that, he was just getting these flowers for her because she was his friend...

So why couldn't he stop?

* * *

There you go, just a short but sweet chapter this time. Next time, we unravel the mystery of Pinkie sense. See you then!


	5. Feeling Pinkie Keen

**Feeling Pinkie Keen**

"So, let me get this straight," Dusk was saying, lifting books down to Spike, "Pinkie had the ability to predict the future by way of random specific bodily vibrations?"

"Pretty much," the dragon affirmed. "It really is incredible! She predicted something was gonna fall twice, then a frog fell on Twilight's face and she fell into a ditch! Then, she predicts that Twilight'll get dirty and she did! She's getting herself cleaned up right now..."

"I see..." Dusk's mind processed this information, as he passed down more books. "How does she feel about it?"

"Well, you know Twilight. If she can't explain it, she can't believe it." He hoisted the books that were piled up. "Well, better get these outside, thanks for the help Dusk."

"Thanks for the update. Here, I'll get the door..." He pushed it open with some force, as the dragon scampered off with the books, running past the pink pony they were just discussing. "Oh, hello Pinkie. Is Twilight with you?"

"Sort of... she's a little behind things at the minute," she said, pointing at the door, which had swung to reveal a flattened Twilight on the other side.

"Oh my gosh, Twilight!" He helped her up to her hooves, feeling mortified. "I'm so sorry I... I-I didn't realise that you were... well..."

"It's okay, I'm fine Dusk... thank you." She looked at Pinkie, rubbing her head. "You said that combo meant 'beautiful rainbow'..."

"Oh no-no-no-no-no. You're thinking of an ear flop, then knee twitch, then eye flutter. This was an ear flop, then eye flutter, then knee twitch. That usually means "look out for opening doors"."

"Combo? Twitching? Is this the uh... Pinkie sense that I've been hearing about?" Dusk asked.

"Oh you know? Isn't the whole thing ridiculous? I mean... it doesn't make any sense, it's impossible!"

"I suppose... maybe..." Dusk looked thoughtful for a bit. "Perhaps... not entirely..."

"Oh Dusk, don't tell me you've gotten caught up in this nonsense too," she said desperately. "How can you possibly believe this?"

"Well... when I first met Pinkie, she started twitching in the tail. I moved and, seconds later, a piano hit the spot where I'd been standing. I'd heard someponies discussing it, so I just acted on a hunch."

"Ooh, I get those! That usually means that you shouldn't have the hay fries today. Or was it the grass muffins? Hm..."

"O...kay." Dusk shook his head. "Anyway, maybe there's some truth to this, that's all I'm saying."

"Not you too! I thought you'd be on my side! I don't believe this..."

"You don't _believe_ because you don't _understand," _countered Pinkie, hitting the nail on the head.

"Hmm..." She tapped her hoof to her chin.

"I know that look, what are you planning?" Dusk asked her.

"Dusk, Pinkie, down to the basement. I know just how to settle this." She bolted off, Dusk following unsurely and Pinkie bouncing along behind.

Within a few minutes, they had Pinkie hooked up to a nerual scanner, a machine that detected the precise electrical signals that the brain sent to the thousands of nerves that controlled bodily functions. That was what Twilight told him anyway, as he had no idea what the machine did. Science didn't intruige him as much as other things did, not all aspects of it anyway.

"This is some pretty high tech equipment," Dusk remarked from the console he was placed at.

"I only use the best," Twilight replied, plugging in a wire.

"So, why am I still here then?"

"Dusk-"

"I know, I know, I was kidding. I know that you appreciate my assistance in any way."

"Exactly. This library wouldn't be the same without you," she said sincerely.

"Keep telling yourself that," he replied with a smile, returning his attention to the console. "Okay, sensors at at optimum focus, power outputs are normal, brain activity is being recorded and transmitted and my techno babble is enabled. If Pinkie so much as sneezes, this thing will pick it up in a second."

"Excellent. Now when you get another twitch, we'll have all kinds of scientific information," she said to their subject.

"Okey-dokey-lokey!"

"Let's see what makes Pinkie tick," Dusk murmered, feeling anticipation growing.

Seconds passed, that dissolved into minutes. They had expected results soon and, while Dusk could be paitient when he needed to, his was wearing thin and he was getting bored. Twilight was also growing increasingly annoyed at the lack of results. Pinkie supposedly had no control over them, but Twilight refused to believe anything that she couldn't explain.

There was one near twitch, but it turned out to be nothing. Then, there was a spike in her chemical signals, but this just turned out to be her stomach growling. After this, Twilight lost her temper.

"Urgh... You know what?" She yanked out the cable for the main receptor, causing the machine to lose power. "Just forget it! I don't need to know if this is real or not. I don't need to understand it! I don't even care!"

Hurrying away from his console, Dusk matched her pace to keep up.

"Twilight, please, calm down," Dusk plactated, as they walked back upstairs.

"Don't tell me to be calm! I am calm!" she snapped back.

"I know you like to understand any aspect of everything but... maybe this is something we can't explain. Like my magic, we can't explain why I can do my pupperty, I just can."

"But Dusk, you can control that and we can actually gather data and research on it, but this..." She growled angrily. "This is so frustrating..."

"It is, I suppose... but don't go trying to catch smoke," he advised simply, as they reached the door.

As they did, Pinkie made strange gibbering noises and began to twitch again. Despite what Twilight had said, Dusk watched her. Ear flop, eye flutter, knee twitch... that combo meant...

"Look out!" He shoved her away from the door and felt a sharp pain all over his body, as he was slammed against the wall by it, his hat and body flattened.

"Oh, there you are Twilight, hey Pinkie. Where's Dusk?" The door swung back and Dusk landed on the floor in a heap, his flat hat floating to rest on his head. "Dusk? What were you doing back there?"

"Ow..."

"Dusk! Did you two plan this?" Twilight helped him up, as he shook his head off and righted his hat.

"Plan what?" asked a bewildered Spike.

"Urgh! This is ridiculous! This can't be happening! This makes no sense! I _have_ to figure this out."

"But how?" Dusk asked, when his head stopped hurting. "We've tried scientific equipment, unless you want to try tailing her and documenting what she does as she goes about her day, then draw a conclusion from the results."

"You know... that's not a bad idea." She beamed at him. "You see Dusk? If you weren't here, we wouldn't have great ideas like the ones you come up with. Come on, let's go!"

"But... but I..."

Sincerely regretting what he had just said, Dusk followed her reluctantly, as she grabbed her notebook, a pencil, a pair of binoculars and an explorer's hat, kind of like the one that Daring Do would wear. Leaving Spike to watch the library, they set off on the trail of 'Pinkius Piecus', to see what they could learn.

They ended up following her disguised as a bush, shifting along whenever she changed position in the town. Dusk felt utterly ridiculous doing this, wearing crude camouflage on his hat, but he knew there was no arguing with Twilight.

"Remind me, why am I here?" Dusk whispered to her, as he noted down an nose itch.

"Three reasons: one, you're my second assistant. Two: you're as avid an investigator and scientest as I am, and three: I believe you're the only pony who isn't completely convinced by this whole 'Pinkie Sense' nonsense. I mean, this was your idea."

"If you say so..." he murmered, neglecting to mention that he wasn't as knowledgeable in science as she was and preparing to note down again. "What's she doing now?"

"A-ha, _that_ makes no sense. See?" She gave him the binoculars, where he saw her hiding and cowering. "She's hiding like something's about to fall out of the sky, but a _twitchy tail_ means that something's about to fall from the sky, _not_ an itchy nose."

"That is fairly conclusive... wait, I'm getting something..." He heard a buzzing, saw a yellow and black mass swarm towards them. "Move!"

Without waiting for her permission, he pushed her out of the bush and into another one, just as the swarm of bees passed over where they had been hiding seconds before. If they had stayed in that bush...

"Phew... that was close."

"Um... Dusk? You can er... get off me now." He looked to see he was lying on top of Twilight. Both of them blushing heavily, scurried off and let her get up. "Let's er... get back to the investigation..."

"Of course..." Silently moving along, more out of awkwardness than anything else, they followed their quarry onwards.

They tracked her next to Sweet Apple Acres, where they took cover next to the barn behind a stack of hay. Still feeling wary of danger, Dusk stood ready to take more notes on Pinkie's behaviour.

"Status update?" he requested.

"Smelling a flower," she reported.

"Inconclusive information, normal activity." he noted down.

"Indeed... wait, I'm getting something... Ear flop, eye flutter, knee twitch."

"Uh oh... that's the doors opening combo..." His eyes flickered to the nearby barn door,

"Dusk, please, don't tell me that you're starting to believe this nonsense," she begged. "We need to be objective."

"Okay... let's see then..." Not wanting to let her down, he went and stood next to the door. He waited but, to his relief, nothing happened. "There we go then, it seems you're right."

"You see?" she smiled at him, as he walked away from the door. "I keep telling you, this business is nothing but a load of-"

But what exactly it was a load of, Dusk didn't hear. At that moment, the ground vanished beneath his hooves and he tumbled down a flight of stairs, crashing into a pile of apples at the bottom and scattering them everywhere.

Aware that the pounding in his head was getting worse, he picked himself up, to see the smiling face of his farm pony friend, as she set down some more apples in another pile nearby.

"Dusk! Ya came ta visit ma new apple cellar, how nice!"

"Hey AJ, sorry to drop in on you like this." She chuckled as he dusted himself off and rearranged her apples. "This is a good apple cellar, if I ever saw one... which I haven't."

"Glad ya think so. Next time though, watch the firs' step."

"Dusk! Are you alright?" Twilight called down.

"I'm fine, don't worry! Slight bruising, that's all!"

"That's a relief... quick, Pinkie's on the move again!"

"No rest for the wicked," he murmered, then louder: "Coming! See you around, Applejack."

"Have a good one Dusk." Hurrying out of the dark, he soon caught up with Twilight again, as they got back on Pinkie's trail.

As much as Dusk wanted to be a source of support to Twilight at this time, he thought it was high time that she tried to face facts. Those facts pointed to the conclusion that, somehow, Pinkie could predict random events with random twitches. His aching head was proof of that.

But she was absoloutely determined to prove Pinkie and everypony else wrong, and it was impossible arguing with her once her mind was set on something. So, sitting behind a park bench, Dusk took notes when instructed on the activity of Pinkius Piecus.

"Are you sure you're fine Dusk? You took a nasty fall... I know this was your idea, but I get Spike to fill in, if you want." Concern was ebbing in her voice, so much that Dusk blushed a little.

"Don't worry about me, anything in the name of science," he replied lightly. "I stay committed, if I need to."

"Okay... thanks for sticking with me." She peered through her binoculars again. "Right, take this down: twitchy tail."

"'Twitchy... tail...' that one was... things falling!" His eyes darted skyward, looking for any sign of... well, anything.

"Dusk, calm down, you're overreacting," Twilight said reassuringly, but it wasn't enough for Dusk.

"No, I'm not!" He saw something whizz downwards towards Twilight.

Before she could say anything, he pushed her out of the way, having just enough time to move himself. They then watched as a plant pot, an anvil, a cart full of hay and a piano all fell in sequence on their observation point.

Dusk looked up to see, with some surprise, that same removals van that had almost hit him with their load when he first arrived, with the same crew in operation. Somepony should do an official enquiry into that company, that was just plain dangerous.

They both looked at each other, utterly bewildered at what had just happened. Before either of them could say anything, they heard Pinkie talking nearby.

"Oh, letting Twilight and Dusk secretly follow me all day, without me knowing."

"You mean you knew all along?" Twilight strode over angrily, Dusk following warily, his eyes flicking towards the sky. "Why didn't you tell us?"

"Silly, that would've spoiled the secret!"

At that sentence, Pinkie wasn't the only one that was twitching. It looked like poor Twilight, her mind unable to cope with all the non-sensical things that had been happening today, was about to blow a fuse. Concerned for her safety, and his own, Dusk asked Pinkie about her tail, if it was still twitching.

"All done, clear skies from here on in, as far as I can tell- Hu-bu-bu-bu-bu-bu!" Her whole body suddenly shook violently.

"Woah... what was that one?" Dusk asked.

"Dunno, never gotten any like it before, but whatever that shudder's about, it's a doozy." For the first time since he'd met her, Pinkie sounded scared. "Something you never expect to happen is gonna happen!" She had another bout of shuddering. "And its gonna happen... At Froggy Bottom Bog!"

"That's where Fluttershy was headed!" Applejack realised with a gasp.

"From what I've read, the Bog isn't the most hospitable of environments," Dusk murmered. "Is there any indication that Fluttershy may be in danger?"

"Um... I'm not sure," Pinkie said, still sounding fearful.

"We'd better go and make sure she's okay." With that, Applejack lead the way to the bog, followed by Dusk, Pinkie and, surprisingly, Twilight. She ran beside Dusk, matching his speed and looking determined.

"So, does Pinkie have you convinced?" he asked her.

"Of course not!" He directed her hard gaze to Pinkie. "I just want to be there to see the look on Pinkie's face when we find out nothing's wrong."

"Okey-dokey!" she replied cheerfully, as they hurried into the trees.

They continued to gallop at a rapid pace for a few more minutes, then slowed as they neared where the Bog was situated. Dusk became aware of every sound, every squeak and crack that could possibly be a threat.

His anxiety was also centred around Fluttershy. Gentle and timid, if something did happen to her, Dusk doubted she would be able to cope on her own. Just this once, he sincerely hoped that Twilight was right and Pinkie was wrong.

"You feelin' alright?" asked Applejack.

"Yes... just trying not to think about what's happened to Fluttershy... what might have happened."

"Same here," she said, looking grim. "Ya said ya read about the Bog, didn't ya?"

"I have. It's inhabitants are mostly frogs, some that have grown to the size of small houses. But, from what I've read, there's some nastier creatures lurking in here too... I just hope we don't meet any of them."

"Me too. We jus' find her, check on her an' get out. Good plan?"

"Couldn't have thought of a better one myself. Plus, we can find her in the quickest way possible." As they neared the swamp, Dusk thought positively about theirlost friend and conjured up a puppet of her, which flew off of its own accord.

"Oh... fergot about that. Lucky ya came along." She shouted to the others: "Come on everypony, follow that puppet!"

Picking up speed again, Dusk replaced Applejack at the head of the pack. The buzz of a dragonfly met his ears, the unpleasant smell of the bog reached his nostrils, making him grimace. Bubbles of gas grew on the surface, bursting with disgusting squelches. Mangrove trees grew with their roots in the murky water, leaving mysteries as to what lurked in the murky depths beneath.

Hurrying as fast as they could, Dusk saw his puppet had halted over a form on a nearby rock, green frogs hopping around it. It faded away, but Dusk knew who it was and felt warm calm spread through him. It was Fluttershy! She was okay!

"Fluttershy! Thank Celestia, you're okay!"

"Of course..." She looked unsurely around at them all, but nopony gave her an explanation.

"I'm so glad everything's alright." Pinkie had her bright smile back.

"Sorry, I know it's not nice to gloat but... AHA!" Twilight's shout of triumph made Dusk jump. "I told you there was nothing to worry about and I was right. Pinkie Pie said whatever she was shuddering about was a-" She halted to cough, "-doozy, and-" She coughed again, "-and the only-" Another cough, "-doozy here is how right I am!"

As she spoke, Dusk became aware that the smell of the swamp was getting stronger, far more repulsive, downright toxic. He looked around for the cause of this happening, followed everypony's gaze tosomething above... and what he saw made his stomach contract.

A long, orange, scaly neck had risen out of the murky water behind Twilight. Seconds later, it was followed by a second... then a third... then a fourth. At the top of these necks, the heads had sharp wicked chins, a fierce mane of red spines, piercing green eyes and pointed teeth, as they towered over them as high as the clouds above. Twilight still hadn't noticed it, was still gloating.

"...no point in believing in anything you can't see for yourself," she was saying. She had to know.

"Speaking of seeing and believing... check behind you," he warned, feeling terrified.

She turned, her eyes widening. "I see it... I don't believe it!" The heads gave a loud, simeltaneous roar that shook Dusk's ears.

"Is that a hydra?" Pinkie asked in disbelief.

"It is... at least, I think so." Despite the situation, Dusk was still a little curious. "I mean, it's quite amazing one is here but... I thought they were supposed to have eight heads. This one has half that..."

"Who cares how many heads it's got? RUN!"

Snapping himself out of it, Dusk took Applejack's excellent course of action to heart and ran as fast as his legs would let him, though Twilight had to drag Pinkie along, who was frozen in terror.

The very ground beneath them shook, as the hydra pursued them hungrily. Dusk jumped from path to rock to root to rock, trying to put as much distance between him and this monster as possible. Just one bite of it's poisonous fangs and that would be it.

The hydra's heads tried to snap up his friends, narrowly missing them and only sinking their fangs into boulders or trees. One of them went for Dusk, just as he ducked between a clump of thick trees, making it bang it's head on the ground. It had brute force, but the beast lacked finesse. They just had to stay ahead of it.

A dead end! And Dusk was falling behind. Legs aching, lungs burning, he pushed himself to keep up... and felt his hoof become stuck in a deep bit of mud. He tried to yank it out, but it was too sticky. He whipped his head around. It was coming! Had... to get... free.

"Coming Dusk!" Twilight was hurrying back, but she wouldn't make it in time.

He whipped his head around, looking for something to fend it off. He spotted a boulder. His one chance... concentrating, he levitated it out of the swamp, then flung it at the head that swooped down to eat him. Hearing a satisfactory crack, he gave his efforts to wrench himself out of the mud, with Twilight's added strength.

"Good work. Up the hill, come on!"

"Higher ground, good thinking!" Not even daring to look back, he galloped alongside Twilight, hurrying up the steep hill.

Barely even acknowledging that Pinkie was still shaking, Dusk shoved her along, as the hill began to level out. If they could make it to the border of the swamp, the hydra wouldn't dare to follow them out. They kept running, they could make it-

-his heart sank when they reached another obstacle, in the form of a very high gorge, with nothing but the water or the rocks to break their fall. Stone plinths, that looked like they could support their weight gave them a way across... if they could reach them.

"Ugh, he'll be up here in no time!" The hydra was beginning to follow them up the hill. "Quick, one at a time, cross!"

"Right. Fluttershy, you go!" Dusk commanded.

"Okay... a hop, skip and a.. jump!" She leaped across, making good progress.

Pinkie almost shook herself off the cliff, but Applejack grabbed her just in time. Dusk whipped his head back. The hydra was steadily making up for lost ground. It was too close, it would reach them before they made it across.

"It's too close! I'll distract him, you three, go!" Applejack and Pinkie jumped across, but Dusk paused mid-jump.

He looked at her and across the canyon. He was scared, scared of dying, but also scared for her. What mattered more to him: his own saftey, or hers? In the end, the decision was easy, despte his crippling fear. He couldn't just leave her here, he'd never be able to live with himself if anything happened to her.

He turned and ran in front of Twilight, bowing his head to the monster. "Dusk, what are you doing?"

"What does it look like I'm doing?" He glanced back at her. "This is my job, not yours. You go, quickly. I can distract him..."

"Dusk, no! I'm not leaving you!"

"Twilight, please, go! At least if I'm eaten, you'll still have Spike. Please, just go! I'll be fine." He gazed imploringly at her. He didn't want to see her get hurt. She gave in.

"Fine... but you'd better not let me down." She turned to run, and Dusk turned to fight, swallowing his fear as best he could.

His mind spinning like a dynamo, Dusk began to formulate strategies. His magic wasn't powerful enough to hurt it. He couldn't run past it, there was no room. Had to think... despite how many heads they had, hydra weren't the most cunning of predators. He doubted it will have seen this before...

He made a colour puppet to test his theory, a Pegasus pony. One of the heads tried to snap at it, to no avail. Satisfied, Dusk made even more, one for each head. As he hoped, it had stopped trying to go for him and started trying to eat his puppets. Naturally, it didn't work. He commanded them to swoop, dive and dodge in every direction, keeping it guessing and snapping until-

"Ha!" He grinned when he saw it had tied it's necks up in a knot, just as he planned. Satisfied, he tipped his hat to the beast and turned to make his escape, until he saw somepony still on the his side. "Twilight, I told you to run!"

"Techincally, you can't tell me to do anything. Besides, I couldn't leave you to face that thing... alone... I wouldn't have been able to live with myself..."

"Twilight... I..." He heard a roar getting close. "Jump!" They leaped over the head that snapped at them, landing on the neck. "Come on, time to-"

He stopped in horror. That last attack had hit a chunk of rock, that created a domino effect on the other plinths. The gap that it left was toowide to jump, there was no way for them to get across now...

"T-t-t-twilight! D-d-d-dusk! You have to jump!" Pinkie was still twitching. Could this be the doozy? That he and Twilight would... no, not that.

"We'll never make it!"

"You'll both be fine!"

"We will not!"

"It's your only ho-o-ope!" Another roar sounded. The hydra was coming. "You have to take a leap of faith!"

Twilight looked back at the hydra, then to Pinkie, then to Dusk. She gazed desperately at him, as if hoping for him to tell her none of this was really happening. Dusk wanted that too... but it was... they only had one option. She seemed to read his mind before he spoke.

"Are you crazy? We'd never make it!"

"Nothing important can be achieved without risk," Dusk said. "We have to try. It's either we fall to our deaths or we're hydra lunch."

"Dusk... we can't... I can't..."

"Yes, we can." He held out his hoof to her. "Let's take the leap. Together. Trust me."

She stared at it for a while, then at him. Finally, returning a somewhat confident smile, she grabbed it. Feeling a twinge that had nothing to do with fear of the hydra, they took a running start, galloped forward, then jumped with all of their might, as the hydra gave them extra air from hitting the rock they jumped from. The plinth was close... they might make it...

They fell short. They both screamed as they plummeted towards the swamp. Towards a large gas bubble that was forming below. Yes, this might work! If they could stick the landing... they hit it... the bubble popped, propelling them up, up, up. Then down, the bounce, bounce and one smack into a cliffside.

Shaking their heads clear, they revelled in their victory, the others cheering in relief that they'd made it across. They had made it! Against all odds, they'd escaped certain death!

"Dusk, we did it!" She positively beamed at him and hugged him.

"I told you we would," Dusk murmered quietly.

"Yes, you did..." They held their gaze for a few moments, then remembered they were still holding each others hooves. They abruptly let go, blushing furiously.

"I knew you could both do it!" Pinkie grabbed them both in a one-armed hug.

"I don't know how it happened," Twilight began happily, "coincidence, dumb luck, or what, but you said there'd be a doozy here at Froggy Bottom Bog, and I'd say we just had ourselves one heck of a doozy. I mean that hydra-"

She was cut off, as Pinkie violently shuddered again. Dusk felt his stomach churn.

"Pinkie?" she asked unsurely

"That wasn't it." Dusk felt like he had just hit the rock face again.

"You mean... there's still something going to happen?" Dusk asked timidly.

"Yep. The hydra wasn't the doozy."

They heard a raspberry being blown, as the hydra slunk off back to its murky home, deprived of dinner. Ignoring it, Dusk continued to listen to Pinkie, hoping it wasn't going to come around again.

"I'm still getting the shudders." She shuddered like a milkshake once more "You see? There it is again. Whatever the doozy was at Froggy Bottom Bog, my Pinkie Sense says it still hasn't happened."

"Huh? But I- WHAT?" She sounded like she was about to lose what was left of her common sense."The hydra _wasn't_ the doozy? How could it _not be_ the doozy? What could be _doozier_ than that?"

"Dunno, but it just wasn't it."

Twilight, unable to keep it in any longer, levitated into the air and spontaneously combusted, literally bursting into flames with rage. Dusk reminded himself to never ever get on her bad side. Then, singed and smoking, a resigned look grew on her features. "Ooh... I give up..."

"Give what up, Twi?" Dusk asked, as he helped her up, flinching from residual heat.

"The fight." She sighed, gazing up at him with a lost look. "I can't fight it anymore. I don't understand how, why, or what, but Pinkie sense somehow... makes sense. I don't see how it does, but it just does. Just because I don't understand doesn't mean its not true."

"Y-y-y-you m-m-mean you b-b-b-believe?" Her shuddering seemed to have incresed exponentially.

"Yep, I guess I do." Before Dusk could say anything, several things happened at once.

Pinkie's shuddering reach a kind of climax. In rapid sequence, she bounced up, hit the floor, expanded, bounced again, hit the ground, landed on her hooves...and stopped. No further shuddering. It just... finished.

"That was it. _That's_ the doozy!" She grinned again.

Dusk was at first confused, but he quickly figured it out. "Twilight believing... was the doozy?"

"Exactly, Mr Psychic Pony. _That_ was the doozy, oh and, oh what a doozy of a doozy it was!"

Without another word on the matter, she pranced off back to the town, singing a cheery tune. They all looked around at each other, utterly bewildered and promptly followed her back. Dusk couldn't help but smile to himself. Spike was never going to believe this...

* * *

Trotting back to the library after a rest at home, Dusk opened the door to see an odd sight. Spike was running off upstairs with a roll of parchment, while Pinkie and Twilight stood at the centre of the room, wearing rainbow-coloured umbrella hats.

"Dusk, you're back! I've just finished my report to the Princess." She smiled at him, gesturing to her hat. "What do you think of my new look?"

"It suits you," he chuckled. "Pinkie's tail twitching?"

"Yep, what else can I do?"She approached him, still smiling. "I never got the chance to thank you, Dusk."

"Me? For what?"

"In the swamp, it was you who gave me the courage to take that leap. If it wasn't for you, I don't think I could have done it."

"I'm er... I'm sure you would have... I mean er..." He felt rather flustered now. "I mean we did... have a hydra on our tail... pretty big incentive to jump, I'd say..."

"Maybe, but still, you helped a lot. You can be really brave sometimes you know. Thank you." She gave him a gentle embrace, which he was more than happy to return. "Now, me and Pinkie are heading out. You want to come?"

"I'll pass thank you. Have a nice time, I'll keep an eye on things with Spike."

"I trust you both. Oh, and one more thing." He looked back at her at the door. "Thank you for the lilacs, they were lovely."

"Heh... no problem." She gave him one last, warm smile, before leaving with Pinkie.

As he watched her go, Dusk thought of all that had transpired today. When Twilight took his hoof, he'dfelt something like electricity shoot up his leg from the contact. What did that mean? And the flowers too... she'd liked them, but did she see it as a romantic gesture or as a favour from a friend? If the former, did she think he liked her... like that (If he did, of course)? Did she mind?

Dusk decided to try and figure it out later. For now, he needed a rest. He looked up curiously at the sky. What _would _fall now? He saw Spike at the window, about to send off Twilight's report... and something slammed into the balcony beside him.

"What the... Princess Celestia?"

It was indeed the Bringer of the Day. She personally took the letter, heard Dusk's voice and smiled down at him.

"Hello there Dusk," she greeted happily. "I hope you don't mind me dropping by. I like the hat, it becomes you nicely."

"Thank you, Princess," he replied, tipping to her. "And don't worry, I know the feeling," he said, thinking back earlier on.

"Indeed," she smiled. "I look forward to reading this. Farewell, for now." With that, she flew off back into the sky back towards Canterlot city.

Dusk and Spike exchanged confused looks with one another at this random appearance... then fell about laughing. It was certainly never a dull moment in Ponyville, that much could be guranteed.


	6. A New Routine

**A New Routine**

"No way! A full-sized hydra?" Rainbow Dash asked in disbelief.

"Yes way," Dusk replied. "A fully-grown, four-headed, toxic-breathed hydra and a very long jump between me and Twilight. It's either stay, or get eaten."

"You didn't try to jump it?"

"We did. Luckily, as we're falling, a big swamp bubble forms beneath us. We hit it, we shoot up like rockets from the force..."

"... and land on the other side, without a scratch. Awesome!" She gave him a hoof pound out of respect. "That is pretty cool Dusk. You're almost as brave as me... almost."

"Well, it was just kind of luck we made it and... well... I couldn't let the hydra hurt my friends," he said modestly.

"Yeah, but you still stood up to it." She raised an eyebrow at him. "You've really gotta get yourself an ego."

"I would, but your's is big enough for our whole group," he countered, as they laughed.

It was coming to the end of another day in Ponyville. The sun was just touching the tip of the horizon. Dusk had finished another day of work, and had come here at Rainbow's request, as she'd found him just as he was leaving the library. They were at the spot on the edge of the Everfree Forest, where he had first helped her with her flying practice. Remembering how well that had gone, Dusk tried not to think about it.

While she had asked him to recount the tale of what had transpired in Froggy Bottom Bog just yesterday, the real reason she had brought him here wasto finally begin trying to incorporate his colour manipulation talent into her routine for the Flyer's Competition in Cloudsdale. While he still felt nervous at the prospect of it, Dusk was determined not to let her down.

Once she stopped laughing, she suddenly became brisk and began to hover in the sky before him.

"Okay, so we got that outta the way. Now, let's get down to business of radicalness."

"Yes ma'am," Dusk agreed, saluting her. "Where should I start?"

"Hold on." She raised a hoof. "First off, have you found a spell that'll allow you to get into Cloudsdale? I can't have somepony carry you the whole time."

"One step ahead of you," he replied. "I've already found a book with the spell in mind. It'll enable me to grow wings so that I can fly up with you to Cloudsdale."

"Great! Does it work?"

"Well um... I er... haven't tried it out yet, but, once I tell the others, I'm sure Twilight will be able to perform it."

She sighed. "It'll have to do for now. For these practice sessions, you can stay on the ground. Just be sure to keep up."

"Right. So, how's this going to work? You said that there are three stages to your routine?"

"Good memory," she commended cooly. "Yes, there are three phases I need to pull off. Let's start with phase one: the slalom. I want you to make some rainbow pillars in the sky... about the same size as those trees."

He looked to where she pointed, nodded and conjured them up swiftly, with decent sized gaps between them, each one a different colour of the rainbow. Keeping his focus on maintaining them, he let Rainbow fly to the head of the pillars.

As the name gave away, this phase was a manouvering challenge, weaving in and out of the gaps in-between the pillars he'd made. As she passed by each one, Dusk made it vanish, until she reached the end. She looked back, a disappointed look crossing her features.

"What's wrong?" he asked, as she flew back down.

"Well... do they have to vanish like that? Do you have trouble keeping them there?"

"No, but I think I know what you mean." He thought for a moment, then hatched on idea. "What about making them glow brighter when you make it through one?"

"Okay, let's see how that looks." She flew back to the start, as he remade the pillars.

This time, when she went past them, Dusk added a little more brightness to them, just to make them stand out more that she'd made it. When Rainbow came back down, he showed her what he did and she seemed impressed.

"Yeah, that looks pretty good. Let's keep that in. Not a bad start." She gave him a satisfied smile, then became serious again. "Now then, for phase two: cloud spinning. Make three colour clouds up there, big ones too."

He let her fly off to a good height, then did as she instructed, making a green, blue and red cloud for her routine. He couldn't interfere too much with the routine. This was showcasing Rainbow's skills, not his, otherwise that would be bordering cheating. He was just... well, the lighting guy.

"Do they have to be so bright?" she called out to him.

"Sorry, I can't control that very well!" he shouted back. "Just don't look at them directly, you should be fine!"

Nodding, she proceeded to begin a rotation around the clouds he'd made, making it spin faster and faster. Then she crossed over to the next one, making that one spin rapidly in a circle. Then, onto the third...

Dusk was having a bit of trouble though. He couldn't quite make up for the speeds she was moving them at. They even flickered a few times. Eventually, he couldn't hold it and cancelled the spell, clutching his head.

"Dusk, what happened? Why'd you stop?"

"Moving... too fast... can you go... slower?" he asked her weakly.

"Sorry, I have to go fast, I need to show off my skills. Come on Dusk, I need you ready for this. It's only a week away!"

"It's... it's okay... I'll get... used to it. Let's... let's go again." Trying to look determined, he watched Rainbow soar back up, then had another crack at it.

This one took them the longest to get right. One cloud at a time, Dusk needed to get used to the speeds that Rainbow was going at in order to maintain the clouds and keep them there. It was hard, exhausting for him, but he needed to get this right... she was counting on him to be ready.

Finally, after about forty-five minutes of trying, Dusk was able to hold all three clouds, just long enough for Rainbow to finish spinning them. Even then, there was still the occasional flicker from them, the odd vanishing.

"Okay, you definitely need to work on this one," she told him firmly. "I can't have them flickering like that in the show, I need them perfect. I know it's tough Dusk, but we're gonna win this."

"I know... I won't... won't let you down," he assured her. "Mainly because... I know you'll... rip me to pieces if I do..."

"Hey, hey, nothing that extreme. I'll probably just dump clouds over your head for a week," she said jokingly. "That sound fair?"

"Agreed," he chuckled. "Now then... phase three?"

"Not yet. Let's try those two together. I need you to make the pillars, somehow, flow along with me so they become clouds when I'm done. Can you do that?"

"I can try. Off you go, I got this."

They went through those two stages again about ten times before they got it right. They didn't do the whole of stage two, they'd focus on that on its own another time. For now, they needed to get the flow of the colour right, making them fly alongside her, then form into clouds when she was high enough. That meant Dusk had to beat her to theend, to have them ready before she made it.

He'd never had to exert himself like this before with his magic, not since his days back at the school. Even then, he somtimes had a bit of trouble with tests that were done, though he always passed. He hadn't even begun fully exercising this talent until about a month ago, not with anything like this. But he was doing this for a friend, the first who had seen his talent. He would adapt. For her.

On their eleventh attempt, they got it just right for her and him, making her look more spectacular than ever before and successfully doing it in synchronisation with the rest of the routine.

"Great work Dusk! We might just pull this off," she expressed, as Dusk lay down to have a rest.

"No... we _will _pull this off," he said confidently.

"Don't get ahead of yourself yet," she reminded him. "We still need to practice stage two, and we can't slack off 'cause we got the rest of it right so far. We keep sharp, keep praciticing. Good you have the right attitude though."

"No problem... stage three then, what do I do for that?" he asked.

At the mention of that, a cocky smile grew on her features. "This is the part where you kick back and watch. I can take it from here."

"Are you sure? Wait," he realised suddenly,"you haven't told me what stage three is yet. What are you going to do?"

"Just you watch. Now, the routine again, with stage three this time. Let's make this the last one for today, it's getting kinda late anyway..."

"Good idea." He watched her fly off, ready to go.

She flew through his colour pillars, making them glow. Then, she sped upwards, Dusk making streams of red, green and blue fly after her, beating her to the end and making clouds. She spun these around, with some flickers in place and an aching head, but Dusk could breath a sigh of relief when she was done. Now it was the mysterious phase three. What did she have planned now?

She did a few loops, climbing higher into the sky. After these, she sped off, straight down to the ground. She really picked up speed, a mach cone forming around her as she flew, indicating she was travelling near the speed of sound. By Celestia, she was fast! Was this her goal, to reach insane speeds like this? He thought she would slow, as she neared the ground, but she didn't. She was going too fast, she couldn't stop herself. She was going to-

_CRASH!_

With an almighty noise, she smacked into the ground, leaving a pony-shaped crater where she had hit the surface of the earth. Dusk hurried over, helping her climb out, her eyes in a daze from the impact.

"Ugh... ow..." She furiously shook herhead. "Darn it, too little height. I'll need more next time... thanks Dusk."

"Well, I won't be here everytime you crash like that, you know," he warned her. "You really need to be more careful, what were you thinking?"

"Relax Dusk, I made it out okay, didn't I?" she brushed off, giving him a throw-away smile. "I've had worse."

"So you always say," he reminded her. "What were you trying to do anyway? What is phase three?"

"Isn't it obvious?" He remained ignorant to her meaning. "I was trying to pull off a Sonic Rainboom."

"A... a what?" Had he heard her right? She couldn't be serious...

"I thought you were meant to be smart," she remarked playfully. "A Sonic Rainboom is-"

"- a very rare move, achieved by only the best flyers, whereby upon breaching the sound barrier, the Pegasus in question can reach hypersonic speeds, that doubles their current speed and also completely shatters the visible light spectrum, in the form of a powerful rainbow explosion of energy." He smiled at the bemused expression she had on her face. "Oh, I know what the Sonic Rainboom is but... you're saying you can do it?"

"Heck yeah, I can do it!" Her confident expression faltered. "Well, sort of... I only did it when I was a filly. But, for sure, I'm gonna pull it off for the competition. You'll see."

"Are you sure?" he asked her. "You're good Rainbow Dash... well, scratch that, you're brilliant but... the Sonic Rainboom? Are you sure you can do it?"

"Course I can. I've got a week to practice, so I'll be ready by then." He couldn't help but feel her confidence was somehow... forced. Before he could dwell on it further,she swooped off again. "I'd better get some shut-eye. See you tomorrow Dusk."

"Okay... have a good rest, you've earned it," he said earnestly.

"You too. Same time, same place tomorrow. Keep practicing." With that, she sped off back to Cloudsdale, Dusk setting at a gentle pace for his own home.

As the crickets began to play their nighttime tune, the owls hooted in the trees and fireflies flew across the meadows, Dusk considered all that had transpired that evening. Rainbow was truly an incredible flyer. In Dusk's opinion, with her skills and his own magic adding some more variety to her performance, she would win the grand prize hooves down. And yet...

The Sonic Rainboom... it had been one of the very first things he'd learned about in a book. Hence, he knew how difficult a move it was to pull off, even for Rainbow Dash. If she could though, if she did perform it... it would look spectacular. She had a week to prepare, as had Dusk. They would be ready by then... he hoped.

At least now he knew, once he told the girls about that book, they would have a good cheering section to accompany them. Rainbow said she hadn't been looking forward to just having Fluttershy in the stands.

* * *

In case you didn't figure this out already, next up we have the glory of the Sonic Rainboom. Only Lauren Faust could make rainbows badass. See you then!


	7. Sonic Rainboom

**Sonic Rainboom**

"Are you sure you'll be alright without me?" Dusk asked once more, as Twilight shelved another book.

"Dusk, I told you, we'll be fine," she assured him. "I've got our friends helping me put away the books, so we'll be done in no time."

"Come on Dusk," Applejack put in, piling up some more books, "have a lil' faith in us. Ah do know that B comes after A, ya know, so ah can sort through a library as easy an apple orchard. 'Sides, y'all have an appointment ta keep with Rainbow."

"I know, I know, I just... don't like leaving my work when the job's not done..."

"Dusk, darling, it will be done and to a reasonable standard, I promise you," Rarity vowed. "Now, run along or you'll be late and I know how you like to be punctual."

"Okay, I'll get going." He halted at the door, glancing back a little. Then, he shrugged and hurried off to their usual meeting point.

Apart from leaving Twilight when he still had duties to perform, there was another reason for Dusk's apprehension. Today was the day of the Flyer's Competition, the day he and Rainbow had been practising towards. His nerves were on edge, his heart was pounding against his chest as he ran. Maybe this wasn't such a good idea, perhaps he should just tell her to use clouds, it would be easier.

No, he told himself firmly mentally. You've been training for a week now and it looks great. You even have stage two down without any flickers at all. You can do the whole of your actions in your sleep, so don't let her down now by backing out. That was the old Dusk.

He spotted Fluttershy not too far off, and galloped up to her, as she beamed at his arrival.

"There you are Dusk, thank goodness." She let him catch his breath before speaking again. "We were afraid you weren't coming... I mean, I wasn't, I knew you were coming... I mean, I was worried but er... don't be mad..."

"I'm not.. not mad Fluttershy, just nervous," he said in a would-be casual voice. "I mean, it's not like I have to do my talent in order to help my friend win the grand prize before thousands of watching Pegasi..."

"Oh my." She looked sympathetically at him. "It's very brave of you to do this, I don't think I'd be able to. I'm sure you'll both do great."

"Thanks... I needed that," he said, returning a smile.

"There you are, finally!" He looked up to see Rainbow atop a cloud. "You ready for this?"

"Ready, waiting and fully enabled." He prepared for phase one. "Whenever you're ready!"

"Roger that! Remember Fluttershy: control, scream, passion," she recited. "Alright, let's do this!"

With that bold declaration, she jumped off the cloud like a pony diving into a swimming pool, swooping and cutting through the air as if it were water, flowers and plants bending in the wind she created. Dusk tensed himself up. Time for phase one.

Dusk conjured up his colour pillars, making them glow brighter as she passed through around them all. Once she was done, she soared off, Dusk making the pillars dissolve and fly ahead of her, as she swept past Dusk and Fluttershy.

"Woooo," she cheered feebly. Dusk gave her a breif raise of his eyebrow, before returning his focus.

Phase two. He weaved the clouds with the colours, just as Rainbow reached them. Focusing with all of his might, he kept them there as she spun around them, not once did they flicker or fade. It was just right and looked brilliant.

"Way to go," came another quiet cheer from Fluttershy. Now that Dusk was done with his part, he could at least offer his own support.

"Come on Rainbow Dash! Show the Sonic Rainboom who's boss!" he yelled. Then, an aside to Fluttershy: "You think she can do it this time?"

"I don't know, but let's keep cheering. Maybe she will." That was the response she always gave... and the result was usually the same. "Go Rainbow, go."

Dusk had his eyes fixed on her performance. She was starting her descent, accelerating to incredible speeds. The mach cone formed around her, she was making progress. Come on, Rainbow, come on. The cone narrowed... just a little more speed... she almost had it.

Then, she stopped for a second... before the barrier bounced back on her, sending her careering away, screaming all the while. Well... that certainly hadn't happened in any of her previous attempts.

"Oh my. Do you think she's okay?"

"I don't know... let's see..." Checking her trajectory, he estimated that she'd hit somewhere near the centre of town. Ushering Fluttershy, they followed her trail back towards Ponyville, tracking her to the library. "Of course... come on."

They hurried up to the open window, where the trail of cloud ended and peered inside. Dusk was the first to arrive and it was a complete mess. Books and scrolls that might have been neatly shelved were scattered all over the floor, as were the ponies that had been sorting them. He jumped through the window, as Twilight spat out three scrolls in her mouth. He helped her up swiftly to her hooves.

"See, I leave the library for five minutes..." He dusted her down. "You alright?"

"Yes, I'm fine... thank you," she said sincerely. They gazed into each other's eyes for a few seconds in silence, lost in their depths, until Fluttershy caught up.

"Rainbow Dash, you rock, woo-hoo." She stopped cheering when she saw the state of the library. "Oh my... did my cheering do that?"

"Heh heh, sorry about that ladies," Rainbow apologised, as she stood up. "_That _was a truly feeble performance."

"Actually, it wasn't all bad," said Fluttershy. "I particularly liked it when you made the clouds spin."

"Ugh. I'm not talking about my performance, I'm talking about yours. That feeble cheering!" She put a leg around Dusk. "You should take a leaf out of his book. He can be just as shy as you, but at least he can give a good cheer."

"What are you two arguing about?" asked Twilight, as Dusk's cheeks flushed pink.

"Were we arguing? I'm sorry," said Fluttershy inconesquetially.

"We're preparing for the Best Young Flyer Competition in Cloudsdale," she explained, ignoring Fluttershy.

"What's that?"

"It's where all the greatest Pegasus flyers get together and show off their different flying styles!" Pinkie piped up. "Some are fast!" She zoomed around the room on her hooves. "And some are graceful." She tried to do a ballet-style demonstration, but lost her hoofing and fell, making Dusk chuckle a little.

"Golly. Ah'd love ta see you strut yer stuff in that competition," expressed Applejack.

"But you guys will be there!" They looked at her bewildered at this. "Dusk, didn't you tell 'em?"

"Oh..." He shifted his gaze to his hooves. "I meant to but... with all the practice it er... slipped my mind."

"It's cool," she said casually. "At least I know they're coming now. Fluttershy's a great support, but her cheering isn't exactly inspirational, and Dusk'll be backstage, so he can't do much hollering."

"OOH!" Pinkie popped her head out of the books again. "I'd love to see you make a sonic rainboom! It's like, the most coolest thing ever! Even though I've never actually seen it, but I mean COME ON! It's a sonic rainboom! How not cool could it possibly not be?"

"What's a sonic rainboom?"

"Come on Twilight!" Rainbow said impaitiently. "Even Dusk knows what a sonic rainboom is, and he's even more of an egghead than you."

"Rainbow, please," Dusk said, flushing again. Twilight frowned at Rainbow and looked to him for an answer, but it was Pinkie who explained.

"The sonic rainboom is legendary! When a Pegasus like Rainbow Dash gets going soo fast... BOOM! A sonic boom and a rainbow can happen all at once!"

"Um... pretty much what she said, in layponie's terms," Dusk agreed. "From what she's told me, and from what I've read, Rainbow's the only Pegasus today who can perform the move."

"Dusk, I told you... It was a long time ago... I was just a filly."

"Yeah, but you're gonna do it again, right?" Pinkie asked hopefully.

"Are... you kidding? I'm the greatest flyer to ever come out of Cloudsdale! I could do sonic rainbooms in my sleep." There was that false confidence again, Dusk thought. If they'd actually seen her, as he had...

"Wow." Twilight smiled in admiration. "If you pull that off, you'll win the crown for sure!"

"The grand prize is an entire day with the Wonderbolts. A whole day of flying with my life-long heroes... It'll be a dream come true!"

"Yay," came another quiet cheer. Rainbow frowned at her friend.

"I'm gonna go rest up. Don't wanna over prepare myself, y'know." She laughed nervously, then rounded on Fluttershy. "_You_, on the other hand, better keep practicing. At least I'm guranteed a cheering section to match my spectacular performance, when the rest of you get there."

"See you in Cloudsdale," Dusk promised, holding up a hoof, which she bumped.

"Better be there. Great work today Dusk, we're gonna be awesome!" She then soared back out of the window, Fluttershy about to follow.

"She's practiced that move a hundred times, and she's never even come _close_ to doing it. I don't know if I can cheer loud enough to help her. I'll be so glad when you all arrive." Flying gently, she followed Rainbow Dash off.

Dusk watched them go, before turning to see that every eye, every inquistive gaze was on him. He felt a little under the knife, before smiling brightly around at them.

"Right, let's get this all cleared up, we don't want to be late," he said brightly.

"Dusk, are you saying you actually found a way to get all of us into Cloudsdale?" Twilight asked.

"Indeed. I already found it in preparation to help Rainbow. It's right here on the..." He looked to see the respective shelf was empty, the books still scattered. "Oh... right... this might take a while. I did find a flight spell though..."

"Flight spell? One sec." Pinkie ran off, then came back a second later with a book, tossing it to Twilight. "Page twenty-seven."

"This is it! This is the book!" He gazed at Pinkie, amazed. "How did you do that?"

"It landed on my face when Rainbow Dash knocked me into the bookcase."

"Oh... well, lucky for us then." He let Twilight flick through it. "She has the right page."

"Here it is!" She halted at the correct page. "A spell that will allow Earth ponies to fly for three days. Ooh, it looks _really _difficult... I'm not sure I can do it."

"Come on Twi, I promised Rainbow Dash that we'd be there for her." He placed a hoof on her shoulder. "If anypony can pull if this spell, it's you. I know it.

"Yes Twilight." Rarity came to offer her support. "You've got to try!"

"Ok... if you believe in me, Dusk... I'll try." She gave him one of her warm smiles, then frowned. "But who's gonna volunteer to be the test subject?"

Nopony stepped up for the task. Even for Dusk, this was nerve-wracking. He didn't like the idea of wings just sprouting out of his back. He didn't really like flying all that much, not after... last time. But he was priority. He was about to volunteer himself, but was beaten to the chase.

"I will!" Rarity bravely stepped forward. "For Rainbow Dash, I will go first."

"Here goes..." With one last smile from Dusk, she stood to focus.

Shutting her eyes, grimacing in concentration, Twilight's horn began to glow. A strange blue aura snaked in from it, wrapping itself around Rarity. She stood determined, as she was lifted gently off her hooves, being further consumed by the magic. Soon, it engulfed entirely, shrouding her from view. Once it had, a blue orb emerged from Twilight's horn. It shone brightly, then burst like a balloon, sending her flying backwards.

Dusk picked himself up, rubbing his eyes, as the force from the light burst had sent them all to the floor. The others picked themselves up too. He looked to the results. Had it worked alright? That answer was soon discovered, as he felt his eyes widen in shock.

Rarity floated before them. Only now, she had a pair of majestic, beautiful wings keeping her aloft. They were like the wings of a butterfly, delicate and lovely, shining light through the transparent coloour spots on them, sparkling in the light.

"I think... it worked," said Twilight weakly. That spell had taken a lot out of her.

"My..." Rarity was in awe of her new wings. "They're... why they're... gorgeous! Oh this is wonderful, I'm as light as a feather, graceful as a swan. Oh, I could get used to this."

"Better not, it's only fer three days," Applejack warned. "Still... those are some mighty fine wings."

"Oooooh... shiny..." Pinkie was wide-eyed and staring. Wrenching his gaze from them, Dusk moved to support Twilight, who was having trouble standing.

"That was... that was tough..." she said, just as weakly as before. "I don't think I... have the strength to... do that again..."

"Take it easy Twi, you did beautifully. You're right though, another try at that and it may knock you out." He levitated the book over. "Let's see... let's see... ah, here we are! A much simpler spell to let Earth ponies walk on clouds. Even I could do this one."

"Wonderful! It's just a pity you can't all look as stunning as me," Rarity said ruefully.

"Pink, you still have that hot-air balloon from the Running of the Leaves?" Dusk asked her.

"Sure do! It just needs some air in it, and it'll be set!"

"Well, that's dandy," Applejack said. "Now we can all get ta Cloudsdale and Twah'light can take it easy fer a bit."

"Alright, let's go then!" Dusk paused and looked around, feeling a little more sheepish. "Right after we clean all of this up, methinks."

* * *

The time it took for them to clear up the books gave Twilight plenty of time to recover from the massive amount of energy she used for the spell, with Dusk making regular checkups on her to make sure she was alright, bringing her some tea and food to get her strength back. It was no trouble for Dusk. He would do anything to help her out, in anyway he could.

Whilst Pinkie and Applejack all lended their efforts to clean up, Rarity was being constantly distracted by her new wings. She'd already flown all around town,showing them of to everypony and, once she came back, she just kept admiring herself in the mirror, cooing and awing over them. Dusk didn't say anything, but she was starting to get on his nerves.

Soon, they had it all cleared away. Pinkie had her hot air balloon all gassed up, and Dusk and Twilight performed the cloud walking spell on Pinkie and Applejack respectively, then performed it on each other. They all proceeded to climb into the basket, as Rarity flew on ahead of them. All, except Dusk, who paused at the basket, feeling his stomach doing flips again.

"Dusk? You okay?" Applejack asked.

"I um... well... um..." He wasn't quite sure how to explain. "You see the... the thing is I... I..."

"Dusk, are you afraid of heights?" Twilight inquired.

"Not heights, per say. Just... flying, I guess... a uh, recent fear..." He rubbed the back of his head. "Kind of stupid, huh?"

"Don't be silly, everypony is afraid of something." She held out a hoof. "Come on, it'll be fine. We're all going to be here with you, this'll be nice and gentle."

"Yeah Dusk, come on!" Pinkie encouraged. "It'll be as smooth as icing on a cupcake."

Feeling a little less scared with those assurances in mind, Dusk took Twilight's hoof and halled himself into the basket with the others, as Pinkie took them up into the clouds. At least this certainly was a lot more gentle than last time... but Dusk still felt his nerves heighten, along with their altitude as they climbed higher. As such, he lay down on the basket, trying his best not to look over the side.

The girls were all excited, both to set hoof in the city of the clouds and to see Rainbow perform. Whilst Dusk was a little excited too, he was mostly nervous and scared. Even more than ever, his fear of somehow failing in his role at the contest plagued his mind. There were so many ways this could go wrong, so many possible trips or falls that could mean disaster. He just tried not to think about it... as best he could.

After a few minutes, they arrived at their destination. Dusk was still wrapped up in his thoughts, as the others all climbed out onto the clouds. Fear had now gripped him completely, so much so he couldn't move from the spot. He was feeling a strong trepidation to leave the balloon. He'd never walked on clouds before. How would it feel? Would he fall straight through them?

"Hey, where's Dusk?" Rainbow asked them, as he crouched low.

"I think he's still in the basket," he heard Twilight say. "Don't worry, I'm sure he's fine. You all go on ahead, we'll catch up."

"Okay... see you later then." Cringing at how almost disappointed she sounded, Dusk heard hooves approaching the basket. Why was he acting like this? Whydid he have to be such a coward?

"Come on Dusk, it's fine," Twilight coaxed. "It's just like walking on the ground."

He popped his head up, enough to see Twilight smiling gently at him. Feeling a little braver, he stood up to the edge.

"Okay then..." Shutting his eyes, he jumped out of the basket and landed softly on the clouds. It felt like walking on a mattress, soft and plushy.

"See, you're just fine." She smiled at him. "Have a little more faith in me, I'm offended."

"Sorry Twi... I'm just nervous..."

"You'll be fine. It's natural to feel nervous for something like this. You're not even going out on-stage, you'll be on the sidelines."

"But what if I mess up?" All of his fears came spilling out at once. "What if I miss a cue, make her lose the grand prize? I've never done anything this big before! I've never let so many ponies see my talent!

"Dusk, we all think you're talent is wonderful." She always had a knack for making him feel better. Rainbow Dash has already said you've done great in practice. You never let me down in the library, so I know you'll do great here."

"But this isn't the library, this is a big contest, with hundreds watching." He sighed, looking up at her."Do you really think I can do it?"

"Dusk, are you the pony that came for us in the Forest?" He nodded. "Are you the pony who stood up to a hydra?" Another nod. "Exactly. If you can be brave enough to do those, you can be brave enough to do this. For Rainbow."

"Okay... thanks Twi. I'm just being pathetic... still, that's me I guess."

"You're not pathetic Dusk, you're not even close," she said firmly. "You're a great assistant and a great friend, to do this for her."

"You... really think so?"

"Absolutely. You had faith in me in the Bog and on Winter Wrap Up, despite my doubts. I wouldn't be a good friend if I didn't do the same." She beckoned him along. "Now come on, Rainbow's going to give us a tour of Cloudsdale."

"Right behind you." Feeling much better now, they hurried to catch up with the group. Dusk felt his eyes widen again.

He'd read about Cloudsdale, seen pictures of it. But it was nothing until you saw it up close. It truly was the greatest city in the sky, with the buildings floating majestically in the air, elaborate pillars and columns adorning them. The ancient Pegasi had been masters at crafting and shaping the clouds into works of art, to make their city truly spectacular. Dusk was glad to see they hadn't failed to disappoint.

Rainbow, who was showing them the view from the cloud, grinned at the sight of him.

"There's my colour bender!" She gave him a hoof bump. "Glad to see you could make it."

"You know me Rainbow, I never break a promise, Pinkie or otherwise."

"Awesome. I knew I could count on you..." She murmered to him. "Thanks for coming through for me, I was feeling just tiny bit nervous."

"So was I," he murmered back, throwing a smile Twilight's way. Then, more loudly: "Okay then, far be it from you to pass off an opportunity to show off. A whole city in the clouds, just waiting for us. Where should we go first?"

"Well, since we're up here, ah'd sure like ta get a look at where the weather's made," Applejack suggested.

"Great idea! Come on girls, and Dusk," she added, "to the weather factory!"

The factory was just as impressive as the rest of the city's architecture. As they approached it across a long bridge, Dusk could see it as it towered over them. Rainbow falls cascaded to the clouds below, a trumpet-like device pumped out the shapes of clouds at regular intervals and fierce storm clouds reigned thunder and lightning all around them, making Fluttershy jump a little every time it did.

They were made to wear hard hats and jumpsuits, for their own safety and to ensure they didn't interfere with the weather operations being performed by the workers there. Dusk exchanged his own trilby for a white hard hat, to keep the place sterile, and followed the tour group inside, feeling excited to be part of such a unique opportunity to see this all happen.

The first room they entered was kept at low temperatures, where the Pegasi made the snowflakes. It was very quiet,to keep their focus on their incredibly delicate task, as each was hoof-made. Rarity's wings, however, blew a draught through the room and sent a good number of them scattering. Deciding to move on swiftly, Rainbow led them out, as the workers dashed around to get them back.

The next room was where they made the rainbows, that involved mixing all of the colours that made them up in large bowls in a sort of liquid state, that flowed from bowl to bowl via long shoots to be processed later. Pinkie actually dipped her hoof in to taste it, turning every colour of the spectrum, before running off to find some water whilst everypony laughed.

"Yeah, rainbows aren't really known for their flavour," said the suitably named Pegasus.

"Good thing too," remarked Dusk. "If they were, we might all be eating rainbow-flavoured cupcakes, courtesy of the Sugercube Corner."

"Woah!" Dusk turned to see three, stocky Pegasus ponies marvelling at Rarity's wings.

"Oh, where'd you get those amazing wings? I want a pair!" asked the chocolate-brown one.

"Hmm..." Rarity seemed to like getting all of the attention. "Yeah, I guess I could see that."

"Oh hey look, it's Rainbow Crash again!" Dusk felt his blood boil, to his surprise. While he had never experienced it himself, Dusk knew enough about bullying to know when he saw it.

"Heheheyeah! Rainbow... Umm..." He paused, apparantely unable to think of a witty edition. So, he just went with: "Crash!"

"Rarity!" Rainbow sounded scandalised, and Dusk couldn't blame her. "What're you doing talking to _these _guys?"

"Oh, they were just admiring my wings Rainbow Dash," she said casually.

"Yeah, you should forget the sonic rainboom and just get yourself some wings like these!" They all let off another round of stupid guffawing, before flying off to do... whatever it was they did here. Jerks, Dusk thought angrily.

However, Rainbow seemed to have taken the worst of their taunting. She was hanging her head in defeat, her eyes fixed sadly on the floor. She needed her confidence, and all of this certainly wasn't helping her.

"Uhh... C'mon everypony. Why don't we go see how clouds are made?" suggested Fluttershy tactfully, walking alongside Rainbow. "Don't listen to them. You're gonna win that competition for sure!"

"Are you kidding? I can't DO the sonic rainboom, and just look at these boring, plain old feathered wings. I'm doomed!"

"Rainbow, come _on._" Dusk decided to try his hoof at cheering her up. "You and I have been training hard to win this. Despite all of my doubts and fears, I know that I'm ready for it and I know that you are too. Those guys aren't in the Flyer's Competition, they're just jealous of you because of how awesome you are. They know it, we know it and I know it."

"Thanks Dusk but... what's the point?" Feeling disheartened, Dusk didn't know what else to say. He just hoped that Rarity would stop showing off, as she was partof the problem.

Unfortunately, his hopes counted for nothing. By the time they reached the cloud bellows, where water was evaporated to make the clouds in the sky, the workers were all stopping to admire Rarity's wings, while she was acting like a celebrity among her adoring fans. All the while, Rainbow was becoming more and more stressed, crouching on the floor and shaking, her eyes wide with fear.

They tried telling her to put her wings away, but they'd really gone to her head, saying that they couldn't ask her to put away 'perfection'. She actually flew right up against the sun, so her wings created a kind of coloured disco ball effect. Dusk grudgingly had to admit to himself that it was quite beautiful, but Rarity wasn't meant to be the focus here.

Rainbow, who was shivering on the floor, looked like she was about to start crying. Dusk asked her if she was doing okay, as did Twilight.

"Of course! Why wouldn't I be ok? Everyone's so in love with Rarity's wings that they won't even notice when I totally _blow it_in the Best Young Flyer's Competition."

"Hey! There's an idea!" cried a Pegasus worker to Rarity. "YOU should enter the competition!"

"Yeah! I could watch you fly all day long!" agreed an older flyer, rather like Granny Smith.

"There really isn't anypony who uses their wings quite like me. Perhaps I _should_ compete," decided Rarity, as she moved away from the sun.

"WHAT?" Both Rainbow and Dusk expressed their disbelief at the same time, though the latter more out of anger than fear. "What am I gonna DO? I'll never win the competition now..."

Dusk had to admit that, with her nerves and Rarity's vanity, this seriously decreased their chances of winning. He'd never lost his temper in his life, but it was near breaking point with all that was happening. All of their training, all of their practice, and it looked like it was about to be nothing.

He just needed one more thing... just one, to set him off... And it came.

* * *

Their tour of the factory was soon at an end. Leading a terrified Rainbow away with him, doing his best to console her, Dusk knew that the time they had been waiting for was now. It was time to fly. They separated from the rest of the girls at the viewer's stands, where they would be cheering her on.

Rarity had already entered herself in for the contest. They'd all tried to talk her out of it, to dissuade her from competing but her mind was set. She wanted to show off her wings to all and this was her chance to do it.

"Good luck Dusk," Twilight wished him, as they were about to head off. "Try your best to give support for Rainbow, I think she really needs it."

"So do I. Cheer for us." They exchanged a hug, then Dusk went to take his position.

The arena itself was, like the rest of Cloudsdale, a marvel of cloud-based architecture, wide, vast and huge, with flags adorning the top of it, seating for over five thousand ponies. Dusk watched the pre-contest announcing, as Princess Celestia arrived in the royal box, smiling and waving to everypony. Then came the Wonderbolts, true masters of the air. They swooped around in the sky, let off some fireworks and took their places in the judging box. That would no doubt put a smile on Rainbow's face.

Standing backstage, but away from the other flyers with a view of the vast arena before him, all Dusk had to do now was wait for Rainbow. He had a good view from where he was, but he was also unseen, out of the way. A shadow among shadows. This was perfect. It was almost like how he used to be, only now he was hiding with good reason. This was Rainbow's flight, not his. He would remain anonymous the whole time. If only Rarity could recognise that...

He couldn't help but be angry with her, even though she was one of his friends. She was going against the very point that she'd come up for in the first place, caught up in her own glory. Dusk wanted nothing more than to tell her what he thought of her, but he just couldn't pluck up the nerve to. So, he'd stayed silent, just glaring at her displeasingly. If she had noticed, she'd ignored them.

So Dusk waited, tensed and ready for Rainbow's routine. He barely even acknowledged the other contestants, as they soared and showed off their stuff. Rainbow would beat them all, hooves down. But soon, they were nearing the end and Dusk had begun to feel nervous. Where in the world of Equestria was she? The contest was almost over and she hadn't performed.

Just as he was about to go and find her, the announcer called him back, had him tensed once more.

"And now, for our final competitor of the day, contestant number fifteen!" That was Rainbow! It was time to- "Uhh... And apparently contestant number four..." What, Rarity? She was going on with her? She had done her best to look as glamourous as possible but, in Dusk's opinion, she looked ridiculous.

Feeling more angry at her than ever, Dusk tapped into his power to get himself ready. Instead of the rock and roll track Rainbow had prepared, it was replaced with a ballroom waltz. Rarity, Dusk thought bitterly. He'd liked that music... anyway, time for phase one.

Ignoring Rarity's prancing, he set up the colour pillars, illiciting a few gasps from the crowd. She weaved in and out with ease, lighting them up as she did. That's it Rainbow, he thought, you can do this. Just one more...

Then, at the last one, she flew straight through it, as Dusk lit it up. The effect blinded her, making her crash into the side of the arena. Dusk cringed at the sight of it. Okay, one slip up, they could still do this. He twirled the colours around her, moving them up into the air for phase two.

Dusk held the clouds with all of his might, as she spun them in whirls of colour, making the audience marvel at them. This was going well, no slip ups here... but something went wrong in that instant. Somehow, she dislodged his colour cloud from the sky so it went spinning off towards the royal box. Celestia and her guards ducked as it approached, shutting their eyes as it exploded in a light flare.

Feeling rather alarmed that he'd almost blinded royalty, Dusk halted his spell. It was all up to Rainbow now. She had to turn this around now, because of she didn't... no, she would, he could feel it. Deciding that there wasn't much point in staying here, he hurried to the box the girls were in, so he could cheer on Rainbow with them. She needed the support, now more than ever.

"Dusk, that was beautiful," Twilight congratulated, as he sat next to her. "You really helped to make a difference in that performance, good work."

"Rainbow did the flying, I was just on the lights..."

"Yeah, but ya still did a mighty fine job on them 'light's-a yers," pointed out Applejack.

"Did you see that?" Pinkie squeed. "Rainbow was all like 'veeeeeow' and Dusk was all like 'bing'! It was absoluter-colour-ristic-super-flappy-docious!"

"I was merely the marble, Rainbow was the sculptor," he said modestly, chuckling at Pinkie's comment. "Now, phase three. Come on Rainbow, you can do it!"

He kept his eyes on her, as she climbed higher and higher into the sky. Rarity was climbing too, though Rainbow was faster. Soon, the former of the two reached the sun and stopped. Dusk knew what was coming... wait, what had Twilight said about the wings? They were made from gossomer and morning dew... that meant.

"Oh no," he said, louder than he intended.

"'Oh no' what?" Applejack asked, looking worried. "Somethin' wrong?"

"Very wrong..." Despite all she had done, she was still his friend. Could she hear him from here? "Rarity! Get away from the sun! Get away!"

"Look upon me Equestria, for I Am Rarity!" she cried, spreading her wings against the sun's rays, beaming coloured light down on them all. She hadn't heard him, she couldn't there was nothing he could do...

"Dusk what is it?" Twilight was looking worried too.

"Twi, Rarity's wings are made from water-based components. So, what happens to water when it's hot enough?"

Twilight's eyes widened in shock, just as they heard a high pitched scream of terror. They all looked up to see Rarity, flailing her legs wildly as she fell from the sky, her wings completely gone.

"Oh no! You were right, her wings evaporated into thin air!"

They could only watch as she fell even faster. The Wonderbolts immediately leaped into action, swooping down to save her. Dusk couldn't really make out what was happening, but her hooves must have been flailing too much for them. She'd knocked them out, and now, they were falling too. They only had one, last hope before they hit the ground and became pony jam.

"Hold on Rarity, I'm coming!" In the blink of an eye, she was off after them.

Dusk watched with baited breath, as she flew faster and faster to catch up. The mach cone formed around her again, then it narrowed...wait, was that lightning forming around it. Dusk hardly dared to believe it. He gasped in time with the girls at the sight of it. They knew too... but could she actually do it? She needed to close the distance, this might be the only way... He saw hints of colour form around her, the lightning getting brighter. How much longer before-

_BOOM!_

An explosion of colour erupted below them, sending a shockwave for miles and making a far more spectacular show than Rarity did. Dusk's mouth hung open at the sight of it. An actual sonic rainboom! He had seen one! Yet... why did it look familiar, for some reason?

"_A sonic rainboom! She did it! She did it! WOOO!" _Fluttershy screeched unexpectedly.

They continued to gaze in awe, as she caught all four of the falling ponies just before they hit the ground, soared back up with a rainbow trailing behind her and made it so it crossed the whole of the stadium above. As she arrived back, and Pegasi removed her of her load, all of the spectators went wild, cheering and wooping at the spectacular show that they had seen, confetti and streamers descending from above.

He and the girls also began to cheer loudly for their friend, jumping up and down and grinning like fools. Dusk, so caught up in the excitment of it all, swept Twilight up in a hug, which she, to his surprise, returned happliy. After a few minutes, they suddenly remembered themselves and let go of each other, flushing heavily and looking at anything but the the hug recipient.

Once the crowds had cleared, they went down to meet her in the arena. Pinkie bought the balloon around, so that Rarity could climb inside. As never had the cloud walking spell cast on her and the Pegasi holding her were getting worn out, this gave them a chance to rest and her a chance to put her hooves on solid ground. She was certainly a lot more humbled now than before, Dusk's anger for her faded along with her wings

"I want to apologize to all of you for getting so carried away with my... beautiful wings." She looked as if she would cry, but she got a hold of herself. "I guess I just lost my head..."

They assured her that it was all fine and that she was forgiven, even Dusk. She fixed her gaze on him, her expression softening further. She smiled thankfully at him, then turned to Rainbow.

"And I'm especially sorry that I was so thoughtless as to jump into the contest at the last minute after you two had worked so hard to win it. Can you ever _ever_ forgive me?"

"Aw, it's ok," she said nonchalantly. "Everything turned out alright, right? I just wish I could have met the Wonderbolts when they were awake."

"Hold that thought Rainbow..." Dusk could barely keep a grin off his face, as he pointed behind her, to where her heroes stood waiting to meet her. She could barely contain herself at the sight of them

"So you're the little pony who saved our lives," said Spitfire, the fearless captain of the team. "We really wanted to meet you, and say thanks."

Rainbow gave out another rapid round of 'oh my goshes' at this, making Dusk grin even more at how happy she no doubt felt right now. The Wonderbolts, however, weren't the only important ponies that came to see them.

"Princess." Dusk sunk in a low bow, as the Princess and her royal guard arrived.

"Hello Twilight Sparkle, and hello to your friends too," she greeted warmly

"Princess Celestia, I am sorry I ruined the competition." She gave Rainbow a smile as she spoke. "Rainbow Dash here really is the best flyer in Equestria."

"I know she is my dear," agreed the Princess. "That's why for her incredible act of bravery, and her spectacular sonic rainboom, I'm presenting the grand prize for best young flyer to this year's winner, Miss Rainbow Dash!"

Rainbow's face lit up at this, the Princess proudly placing the golden winged crown atop her head. She knew that Dusk wouldn't want public acknowldegment of his contribution, but that heart-warming smile on her face that she sent his way was all he needed. He modestly tipped his hat to her, as she was paraded off by the rest of their friends, letting off more 'oh my goshes'. It had been worth it... just for that.

He stayed with Twilight, Rarity and the Princess, standing back to let Rainbow enjoy her victory... as well as to here today's lesson on friendship. The Princess, however, sent him a conspiritorial smile. She knew who had done all of those shapes, but she said nothing. Feeling just as elated as Rainbow, Dusk smiled back at her, as he sat back to listen to Twilight (and Rarity's) report on friendship, taking it all in.

As he watched Rainbow Dash, being escorted away by two members of the Wonderbolts, Dusk found it hard to argue with her: this truly was the best day ever. Well, perhaps one thing could be said: the best day ever _so far. _They would no doubt celebrate back at ground level. For now though, his daredevil friend had a celebration of her own to attend.


	8. Flora and Zecora

**Flora and Zecora**

It was another glorious day in Ponyville. The sun was high in the sky, the birds were chirping in the trees and Dusk was spending it sitting under a tree in a meadow, munching on a dandelion sandwich. He was currently on lunch break, so he'd decided to spend it in the fresh air and sunshine. Twilight didn't mind, as long as he was back at the library at the end of it, which he always was.

As he consumed his lunch, Dusk thought fondly back to the events that had happened a few days ago. Rainbow had won the gran prize, spending the whole day with the Wonderbolts, her dream come true. They'd taught her how to do some of her best moves, she had shown off some of hers to them. They'd even all signed the book that Dusk had got her for Hearth's Warming. She'd been so ecstatic about it, so gobsmacked... and she'd thorougly earned it. The only thing she hadn't told them was how she'd managed to make the coloured pillars and clouds.

As she had promised, once again never failing to betray his trust, Rainbow had kept that little bit of magic a closely guarded secret, mainly because Dusk didn't want so many ponies beyond his close friends knowing about it yet, and because Dusk didn't want to divert the Wonderbolts from her. This was her victory, her heroes, not his. She had, however, got autographs from all of them for Dusk, which now took pride among his personal posessions. He himself didn't think much of the Wonderbolts, but he knew it would mean a lot to his friend.

Before he could reminisce further on this, however, something caught his eye and bought him out of his thoughts. Not too far away from where he was eating came a figure, dressed in a long, hooded robe. He, or she, appeared to be digging in a particular spot for something. His curiosity getting the better of him, Dusk packed away the remainder of his food and approached the figure.

While he was perfectly happy with the girls as his friends, he thought about trying his hoof at talking to other ponies too. This particular one, out here on his, or her, own, engaged in this strange activity, seemed like a good place to start. Still... why was he, or she, wearing a robe in this warm sun?

The figure did not look up as he approached, nor gave any indication that he, or she, had heard anything. He, or she, just kept digging. He could, at least, put the question of the figure's gender to rest.

"Um... good afternoon sir, or miss. Beautiful day, isn't it?"

The figure paused in her digging, slowly lifting their hooded head. She, for he could soon see it was a she, lowered her hood, revealing a face with grey fur, criss-crossed with black stripes. A zebra, Dusk noted with interest. Her eyes were bright blue, shining exotically. A gold earing glinted on her ear, as did multiple gold necklaces around her neck. A smile graced her lips as she looked at him.

"It is a beautiful day, indeed. On that, we are both agreed," she said in a deep accented voice.

"Oh um... I guess that's miss then," he muttered with embarrasment. "Sorry about the er... the mix up..."

"Do not worry yourself, sir so good, I know it is hard to tell with this hood," she assured him. "But I am getting off track, I must return to my task." She resumed digging, making Dusk all the more curious.

"What are you um... digging for, if you don't mind my asking?"

"This, I shall tell to you, I am searching for a root, for a special brew. It grows in the earth so deep, where moles and badgers do hide and sleep."

That got Dusk thinking. There were, of course, many roots that grew underground, as that was where they were in relation to the plant. She needed it as an ingredient for a potion or remedy, he was guessing and there was one particular root that he knew would be likely to be so desired after, due to its properties.

"Are you, by chance, searching for the Flower Root?" The zebra paused and looked up again. "I thought you might be, because it does grow deep in the earth. A unique plant, in that it takes the energy that plants make from photosynthesis to feed itself and, most curiously, the flowers grow from the root under the earth, even though there's no sun. They're hard to find, but they can be used in a wide variety of medicines and antidotes for sicknesses and poisons."

"Your knowledge is exact, you are most correct. It is indeed the root I seek, of which you speak," she noted admirably.

"I could help you dig it out, if I may..." She nodded and Dusk stepped forward to the patch she was searching in.

Performing a digging spell, he began to move away the earth little by little, carefully searching for he was going to make friends with this zebra, this seemed like a good way to go about it. He saw something, a flash of pink. He grabbed hold of it with his magic and pulled out the gnarled root, with pink and purple flowers growing in places.

"There we go, one Flower Root." He levitated it to her and she put it in her bag. "It would have taken you a while to hoof-dig all the way to it, so that's saved you a bit of time."

"It had, indeed, saved me some time. I thank you sir, for you are most kind." She looked at him curiously."Forgive my asking, but never have I seen you. Are you, by chance, new?"

"Relatively, I suppose." At least she seemed friendly, now he'd gotten her root for her. "I've been here since autumn, I moved from Canterlot so I could find work."

"Ah, Canterlot, a place I have not seen, but I someday hope to see. You are far from home, much like myself. Do you live here in good health?"

"I do yes," he said. "I have a nice home, good friends, a job I enjoy... I couldn't ask for more. Anyway, I have yet to introduce myself. I'm Dusk Noir, pleasure to meet you miss...?"

"Zecora, that is my name. In meeting you, I feel the same." She shook his hoof. "You are polite and friendly, it must be said and have a pleasant hat upon your head."

"Um... thanks, Zecora," he said, shifting it a little. "Sorry if I'm a little... well, tentative. I've never met a zebra before. You're even further away from home than me... that must be tough."

"Yes, there are times I miss my native land, more than you can understand..." She seemed to come over rather sad, before brightening again. "But, if I must last, I cannot dwell in the past. Ponyville is now my home, the place that I choose to roam."

"You couldn't have picked a better place," agreed Dusk. "This place is no Kubwa Tambarare, but it has good ponies living here, so... that's something." He looked to see Zecora was gazing at him with wide eyes. "W-what? Is there something wrong?"

"Can this really be... you know the name of where my home used to be?" Zecora sounded surprised at this, but pleasantly so. "If that is so... is there much else of my home that you know?"

"I've um... read a few books on it," admitted Dusk. "Described as a land of unique beauty and nature, where the sun blazes in the sky. Dry grass and trees cover the landscape, that is home to many different people. There are your people, the zebra, but there are also gazelles, antelope, giraffe. Fierce predators like lions and tigers, that prey on them... it's as harsh as it is beautiful, but it doesn't make it any less spectacular...or, so I've read..."

"You are quite right." She had tears welling in her eyes now, no doubt in memory of that place. "That is why I left, to be of danger bereft. To find a land of peace, where I may soundly sleep. I do miss those I have left behind, but I hope to see them again, in time."

"I'm sure you will," said Dusk confidently. "I haven't... upset you, have I?"

"I am neither deppressed, nor sad. In fact, I am quite glad, to have met you, to have a knowledge of my home that is so true." She had a warm smile now, wiping away unformed tears. "You are clearly one who likes to look, and to learn things, from a book."

"I do yes." Pleased that he could recall so much of the time he did read those books, he continued. "I read, in detail, a book on your people. You usually live in small villages, constructed from wood or mud if near the river. I remember a few bits and pieces of the language, some greetings and farewells, and some parts of your culture, like carvings and songs."

"I almost shed a tear, I am so glad to hear," she said happily. "You say you know of songs, that my people sing. That is quite a wonderful thing."

"I suppose... I recall a part, or a tune, of one I rather liked. If you'd like... I can, well... I can't gurantee it'll be good..."

"Your judgement, I shall trust. Recite as best you can, my friend Dusk," she invited, sounding genuine.

Dusk delved into his memory, remembering the tune of the song that he had read. Some of the lyrics were a little blurry but... maybe Zecora knew it. If it would make her remember fondly of her home, then he was glad to. He hummed the opening notes of the song, remembering how much it reminded him of their own values of unity and harmony... friendship.

_As you go through life you'll see_  
_There is so much that we_  
_Don't understand_

_And the only thing we know_  
_Is things don't always go_  
_The way we planned_

The next part was lost to him, but then Zecora took up the part, singing part of it in her own language, but Dusk knew what it translated out to.

_[But you'll see every day]_  
_[That we'll never turn away]_  
_When it seems all your dreams come undone_

_[We will stand by your side]_  
_[Filled with hope and filled with pride]_  
_We are more than we are_  
_We are one_

Now that his memory of the song returned to him, Dusk took up the next verse, now singing it together with Zecora, who was quite overjoyed to hear it.

_If there's so much I must be_  
_Can I still just be me_  
_The way I am?_

_Can I trust in my own heart_  
_Or am I just one part_  
_Of some big plan?_

_[Even those who are gone]_  
_[Are with us as we go on]_  
_Your journey has only begun_

_[Tears of pain, tears of joy]_  
_[One thing nothing can destroy]_  
_Is our pride, deep inside_  
_We are one_

_[We are one, you and I]_  
_[We are like the earth and sky]_  
_One family under the sun_

_[All the wisdom to lead]_  
_[All the courage that you need]_  
_You will find when you see_  
_We are one_

As the song finished, Dusk too found himself smiling, as if he had just been enriched with the pleasures of another culture in just a few minutes. He looked at Zecora, who was wiping tears from her eyes.

"It had been so long, since I have heard that song," she said happily. "I thank you very much, you see, for reciting it so well to me."

"It was my pleasure, Zecora." He inclined his head to her, suddenly aware of the time. "Right, I'd better be getting back to work. It had been wonderful meeting you."

"It is true, I can say the same for you," she replied sincerely. "My home, from here it is not far. I hope to see you soon, Dusk Noir."

"As do I." He tipped his hat to her, remembering a farwell in her own language. "Kwaheri, Miss Zecora. Kukuona karibuni."

"Kukuona karibuni, Dusk," she responded in kind, as Dusk set off at quick pace back to the library.

As he trotted back through the streets of Ponyville, he felt rather proud of himself. He'd managed to make a new friend, something he once thought to be quite impossible, and connected with her on a cultural level, her culture. Somehow, that just made it even better.

When he got back, he was a little later than he normally was. Hoping Twilight wouldn't mind, he stepped inside, moving to resume the task he had been doing before lunch. The unicorn in question smiled at his arrival.

"Hello Dusk, you're back a bit later than usual," she noted.

"Hujambo... I mean, hello Twi," he replied, realising he was still speaking in Zecora's language. "Sorry, I got a little held up."

"It's okay, I don't mind." She raised an eyebrow at him. "What language was that?"

"It's one they speak in the land of Kubwa Tambarare," he told her. "I've just been speaking to an native from the land, a zebra named Zecora."

"Oh, you've met Zecora?" Twilight's smile became brighter. "What did you think of her?"

"She's... very unique. In a good way," he added. "I was glad to meet her..."

"You should've been here when she first arrived," put in Spike. "Everypony thought she was an evil enchantress."

"No, really?"

"Yep. Twilight and the others got in some Poison Joke and they thought she'd cursed them." At the memory of this, Spike burst out laughing "Hey... hey,I never got to say... 'Twilight Flopple!'"

Dusk didn't know what that meant, but he figured that it was some effect of the plant. A wobbly horn was a common joke it played on unicorns that wandered into it. Twilight flushed at the mention of this, glaring at Spike, who was rolling around on the floor.

"Well, when we came into town, you thought everypony was hiding from zombies," she retorted. That shut him up.

"All undead aside," Dusk said, breaking the silence, "she was very pleasant. She invited me to visit her home sometime and I intend to take her up on it."

"Really?" Twilight looked relieved at the change of subject. "Well, now you mention it, I was thinking of going to visit her tomorrow. She makes this wonderful herbal tea, it's a favourite of mine. Do you want to come along?"

"Certainly," he agreed, pleased that he would get to spend some time away from work with her. "Where is her home, by the way?"

"She lives in the Everfree Forest. Now, don't worry," she said, as Dusk developed a stunned expression, "we'll be fine as long as we're careful."

"Okay..." Dusk felt reassured from that. "Yeah, you're right. As long as we don't do anything foolish, what's the worst that could happen?"

* * *

The song for this is We Are One from the Lion King 2, sung by Angelique Kidjo. A lovely tune...

Just so everypony knows, the next chapter will take place after the events of Stare Master. There's not exactly a lot you can do when your OC has been turned to stone (Yes, he gets turned to stone along with Twilight.) Just so you all know.

See you next time, when Dusk will be having a little chat with Rarity on a... well, you'll see.

Also, question for my reviewers: should I include Show Stoppers? I'm just thinking about my chapters in terms of how much Dusk can have to do in them. It's usually the more Twilight is involved, the more he's involved (Unless there's arrangements otherwise). Leave me something in the reviews, if you like.


	9. Matters of the Heart

**Matters of the Heart**

"Well, that was certainly an... interesting day," Dusk remarked, as he went to get his saddlebag from the peg.

"I suppose you could say that, if you call being turned to stone for hours interesting," Twilight giggled.

"At least we know how it feels to be a statue," Dusk pointed out lightly. "Even better, no pigeons happened to be passing by."

"Dusk! That's disgusting!"

"What? It's the truth and you know it." They both fell about laughing at that.

It was the late evening now and they had both come back from Fluttershy's after having some tea and cake, where Dusk had taken down the letter for the lesson about friendship for the day, learned by both Fluttershy and Rarity: don't bite off more than you can chew. In Fluttershy's case, it had been assuming that she could be just as good with kids as with animals. In Rarity's, it was filling out a massive order for capes to Trottingham. A valuable lesson for them all.

However, he and Twilight had learned quite a different lesson: never _ever _underestimate the dangers of the Everfree Forest. The day had started pleasantly enough. They'd both went along to Zecora's, who greeted them warmly into her home. Dusk had noted, with interest, the decor she had from her home, various masks of different meanings and her exceptional skills as a herbalist.

Drinking her herbal tea, Dusk had told her how he'd come to be friends with the girls, a tale which she was quite intruiged by and even demonstrated his unique power, which she took an even greater interest in, though she knew about as much about why he could do it as the rest of them did: nothing. Even so, Dusk had enjoyed the day there, more because he was with Twilight than anything else. At one point, Zecora remarked how they made 'quite a couple', at which, flushing furiously, they insisted they were just friends. The zebra had apologised for her mistake, but there was still a hint of a smile as she did.

When evening began to settle, they'd thanked her for her hospitality and started off home. They headed back together, just talking about whatever they felt like, enjoying each other's company. A few times, they'd drifted close to each other without even realising it. It was only after their sides brushed together that they noticed and gave each other space. Yet... Dusk didn't really mind how close she got but... he couldn't figure out why.

Before he could, danger had chosen to rear its ugly head, in the form of a cockatrice that caught them unawares. Without really thinking, Dusk had pushed Twilight aside when he saw it coming and had been turned to stone. Despite his efforts though, the chicken-snake had got her too and they'd been frozen in stone for quite a while. Fortunately, Fluttershy happened upon them and, using a power known only as 'The Stare', forced the cockatrice to release them from stone. She'd had to tell them all of this back at her house, as they couldn't really remember much of anything. They'd just blacked out after being frozen.

"It was scary though, seeing you being turned to stone, I mean," she added. "If Fluttershy hadn't been looking for the Crusaders... we might never have been found."

"Let's not dwell on what has been, but remain in the now and look towards the future," Dusk remarked.

"You are just full of those pearls of wisdom, aren't you?" she noted with a smile. "It seems like you always know just what to say, to make me feel better."

"I wouldn't be much of a good friend if I didn't, now would I?" He returned her smile. "We just need to learn our lesson in future: keep a better eye out for cockatrices." They let out a fresh bout of laughter at that.

"Speaking of lessons, I think it was a valuable one that Fluttershy and Rarity learned today."

"I couldn't agree more. It seems like everyday, there's a new lesson to be learned about friendship's magic."

"Indeed yes." All of a sudden, she gave a little laugh. "Hey, I've just realised something."

"What?"

"You and I are _both _learning about the magic of friendship," she pointed out. "You and I have never had friends before, so we're both benefitting from the lessons when we discover them. I can't believe I never realised that before!"

"Hey... yes, you're right!" His grin grew wider at the realisation of this knowledge. "Except... you have a head start on the lessons, so that's hardly fair."

"Oh yeah..." She gave a nervous chuckle. "Well... at least you're here now. Who knows, maybe you can catch up sometime on what you've missed."

"Maybe..." He shrugged and tipped his hat to her. "Anyway, it's getting late. Goodnight, Twilight. See you tomorrow."

"Oh. Right, yes..." Was it just him, or did she sound disappointed that he had to leave? "Goodnight Dusk, sleep well. Oh wait, just one more thing." He halted and looked back. "You know those stones you have at your home?"

Dusk cast his mind back to the last time she'd asked him that, all the way back in winter...

* * *

_"Dusk, can I ask you something?" Twilight inquired, as he sipped on his punch and nodded. "What's with these... rocks here?"_

_He looked at where she pointed. She was referring to a set of pebbles, five of them no bigger than a cherry, rested on his windowsill. They were jet black except for a tiny patch of colour on them, varying in size and jaggedness for each of them. He could understand her curiosity._

_"They're nothing really, I found them on little wanderings that I do," he explained to her. "I just happened to see them and I felt kind of... compelled to keep them."_

_"How come?" she asked, picking up one and examining it._

_"I don't really know... they just seemed interesting," he told her. "I know, it sounds silly..."_

_"Not really, to each their own, after all," she said brightly, putting it back. "Do you just display them here?"_

_"Pretty much, yes. Sorry, I know it's not incredibly intruiging..."_

_"I suppose not. But... maybe we can find a use for them, perhaps?"_

_"Use?" He raised an eyebrow. "Use how? Fire them from a catapult?"_

_"No, nothing like that," she giggled. "I'll think about it and get back to you on it. Come on, let's get back to the party..."_

* * *

"I do yes. I actually found another one, recently." He dared to ask: "Why, have you found a 'use' for them?"

"I think I have yes," she replied happily. "Bring them here tomorrow, and I'll show you." She then looked shyly away. "Anyway... I'll let you get home. Sleep well..."

"You too." He gave her one last smile, before stepping out into the night and making his way home.

His mind was now analyzing the last few seconds, so he slowed his pace to reduce chances of bumping into something... or somepony. Had Twilight really been disappointed that he had to go home for the evening, or was it just him thinking that? Was she always like that when he had to go home, and he just hadn't noticed until today, or was it something that had only just started today?

Twilight enjoyed his company, and he enjoyed hers, that much he could be sure about. They had lots common, after all: they'd both lived in Canterlot, attended Celestia's school, were both intelligent and well read, reasonably skilled in magic (In his case anyway), shared the same company of friends, had never had friends before, read Daring Do, it was an extensive list of common interests that they shared. How could he have ever doubted that they wouldn't be the best of friends?

And yet... Dusk had been realising that, ever since that little mentioning that Fluttershy had made on their walk, he enjoyed Twilight's company far more than what might be expected from a friend. When he was around her, he felt something that he didn't when he was with any of the others. Twilight had made it clear to her views on... this particular matter but... could he really be falling for her?

As he crossed a bridge, a heavy rumble bought him out of his meanderings. He looked up to see black clouds blotting out the stars, forked lightning shooting across the sky. The rain fell hard and fast, forcing him to run and take cover under a nearby tree. Just his luck... he wasn't even close to home and he would be soaked before he got there.

"Dusk! Dusk, is that you?" He turned to see that the Carousel Boutique, not too far away. Rarity was at the door, frantically signalling to hurry over. "Quick, in here! Hurry!"

Realising he didn't have many other options, he hurried back into the rain and dived through the open door, feeling the warmth of the Boutique from the cold of the rain that had lashed against him. He heard the door slam shut, and hooves help him back onto his own.

"Oh my Dusk, you poor dear! You're absolutely soaking!" He felt a warm aura surround him, as Rarity cast a spell to dry him off. "Whatever were you doing, out in that horrible storm?"

"I was just caught out in it... my own fault, really I forgot they'd planned one for tonight." He paused to wring out his hat, flicked it and placed it smartly back on his head. "Thanks for the save, you didn't have to..."

"Don't be silly, I couldn't just leave any friend of mine in a storm like that and not do something about it." She checked him over. "Are you quite dry? Hat all wrung out?"

"Yes, I'm fine. Thanks again..." He gave her a grateful smile. "I suppose I was just lucky that I happened to be passing the home of Ponyville's most generous pony."

"Oh you..." She tittered a little. "Well, it's really no trouble. This storm is only going to last for an hour. You can stay in here, nice and dry, until it passes, then head off home."

"Are... are you sure?"

"Of course, of course, it's really no trouble. I shall be glad of a little company." She set off for the kitchen. "Now, come along. We can have a nice cup of tea and a chat, just like we did when you first visited."

"I'm touched you remembered," remarked Dusk, waiting by the same seat as he did last time, while Rarity boiled the water.

He had only really just started being friends with the girls, so they could still surprise him with these unexpected acts of kindness. It was hard to believe that, a while ago, he had no friends, didn't think he ever would. Hard to believe...

Holding out her cushion for her and sitting himself down, Dusk was the first to initiate conversation: "So, you managed to get all of those capes finished for the buyers in Trottingham?"

"Oh yes, you cannot imagine what a relief that was." She poured them some tea, stirred it and continued: "Yes, it took _so _long to finish, what with the time it took to make more gold silk, then to weave it into the fabric... well, let's just say I'm glad to be done with the whole business."

"I can see that," he noted with a smile. "Just don't take on that much work again, and you'll be fine."

"I couldn't agree more," she nodded. "I haven't felt so stressed than when I was designing my friend's dresses for the Gala. What a ghastly fiasco that was!"

"It couldn't have been that bad, you're a master of the needle and thread."

"That's nice of you to say so, but imagine this." She spread her hooves out before her. "Not only do you have to design six, orginal, stunning gowns for six different ponies, but you also have to alter them with every single tiny little addition that they bring forward because they're not happy with them until, eventually, the finished results are... well, quite frankly, ridiculous. I mean, Pinkie wanted streamers on her dress. _Streamers!"_

"Wow..." Dusk sipped his tea thoughtfully. "That would be tough, even for you. Still, it all turned out fine, am I right?"

"Oh yes, indeed... thankfully," she added, then smiling at Dusk. "I'm just glad that your suit turned out well, Dusk. I'd quite forgotten how much simple it is, desiging clothes for the gent. I did my best to try and make it... you. You did like it?"

"Rarity, you did a wonderful job and I'm very grateful to you, as I've said," he assured her. "I think it matches me perfectly."

"That's what I thought, but it is kind of you to say so," she said, fluttering her lashes at him. "Yes, I wanted your's to be simple and modest, but also make it so you stand out a little in the crowd, to make it sparkle like your wonderful puppets. And it _had _to match your hat, darling, I simply cannot picture you these days without it. So, I gave you 'gangster' style look, simple and smart, but also dashing and refined, adding shine to the pinstripes and tie."

"I thought I recognised the style," noted Dusk. "I thought it really suited me just fine. Thanks again. What about the others, I haven't seen their outfits yet. Would you like to tell me about them?"

"Of course! Well, there's Applejack's, I 'spruced up' her old work duds, quite simple really..."

He let her carry on in her monologue about the design and thought process she went through for each of the girls gowns. He marvelled at how easy it was to talk to her, and the others, now, compared to monthes ago, when he would be pausing and stuttering all of the time. Just one of the changes they'd bought about in him that he was thankful for.

After a while, Dusk found himself drifting back into his mind, as he began to wonder about something... he had not yet seen Twilight in her Gala dress... how did it look on her? Did it fit her and increase her beauty? What did she think of his own suit? How did she-

"Dusk? Hello? Equestria to Dusk?" He blinked as he snapped out of his thoughts, Rarity looking at him curiously.

"Oh! Um... sorry, Rarity... I was um... lost in thought, I guess..." He felt rather guilty that he'd stopped listening to her.

"You are quite a deep thinker, aren't you?" she said, with interest. "Care to share your thoughts with the common folk?"

"It's um... nothing important..." He thought quickly, to change the subject. "You um... mentioned that er... you wanted to meet somepony at the Gala?"

"Oh, Dusk! Not just somepony... _him..._" Her eyes glazed over, as she gave a deep sigh.

"Um... 'him'?" Dusk didn't quite follow. She obviously meant somepony she had affection for, that was obvious.

"Yes... the most handsome, eligable unicorn stallion in Equestria... the nephew of Princess Celestia, Prince Blueblood..." Rarity looked as though she would faint from the very mention of his name.

"Blueblood?" Dusk said without realising. "I know him, well saw him in passing..."

"You've seen him?" She looked at Dusk as if he had just flown in through her window, to tell her that she was actually lost Canterlot royalty. "Tell me, what's he like? Is he every bit as dashing as they say he is?"

'Dashing' was hardly the first word he'd use to describe the Prince. He was certainly good-looking, he'd say that much, but it seemed that he had to sacrifice any manners for those looks. He remembered when he saw him...

He'd been carrying a large pile of books for studying, back in Canterlot. He'd just reached the door, when it suddenly burst open and hit him, causing him to drop them all on the floor. Dusk had just started to pick them all up, when the Prince strutted through like he owned the place. He'd glanced down at Dusk, but didn't even stop to ask if he was okay or to help him, even apologise. He'd just walked straight on, leaving Dusk in a heap of books, fuming slightly.

But... maybe he would be different with Rarity, if they met. He decided not to enlighten her with that incident, instead saying.

"I can't really say, it was just in passing. Let's say that he's everything that you may hope him to be..."

"Wonderful... soon enough, my love," she murmered, sighing again. Then, she shook her head and smiled. "But enough about my romantic fantasies. What about you, darling?"

"What about me... what?"

"Dusk, how can you even say that? A young, handsome and remarkable unicorn such as yourself, there must be somepony that you harbour affections for? Or, perhaps, one who already has her on you?"

Blushing heavily from those compliments, Dusk's brain went into overload. She knew, she had to! He would _have _to tell her now, there was no other way out of this. Should he tell her? Was he even sure about how he felt? Perhaps distract her from it...

No... just tell her. Who knows, perhaps she could offer an opinion... or just laugh and tell him this would be a waste of time.

"Well... I suppose that er... there is... somepony." He whipped his head up. "If I do say, you have to promise not to tell anypony, okay? Keep it between us... for now?"

"Of course, you have my word. Now, go on..."

"Okay... now I'm not too sure myself yet... anyway..." He took a deep breath and calmed his nerves. "I think that I... have feelings for... Twilight Sparkle." He hurried this last bit, diverting his gaze elsewhere.

There. He'd said it. He'd admitted it to somepony. When he dared to look back, he saw that Rarity was still smiling, more warmly now though.

"I thought so," she said knowingly.

"W-w-what?"

"What you just said," she clarified. "You and Twilight do have a lot in common, spend a lot of time together. I thought that, if anypony would have your affection, it would be her." She smiled even more warmly.

"B-b-but... I'm not sure if I do... feel that way, about her..." he went on pathetically. "I mean... I don't know..."

"Well, let's see then, said Rarity. "Do you often find your thoughts drift to her?"

"Um... quite a bit, I guess..."

"Do you often pass glances at her, one might say, even stare?"

"Um... perhaps..."

"Do you enjoy her company, to the point that it's almost difficult to think of leaving her side?"

"...Yes..."

"Then, there is no doubt about it," she said confidently, still smiling. "Personally, I think that the two of you would make a very cute couple."

"That's um... nice of you to say so. But," he added sadly, "she thinks romance is a waste of time... chasing after somepony who may not even return your feelings... I don't think I have much of a chance..."

"I don't think so dear. From what Twilight told us, she thought much the same of friendship once upon a time. Now look at her. I'm sure that, in time, she would start to look at romance in much the same light. It may take some time, but she will."

"But... how will I know if she even feels the same way?"

"Most times, you can't. But that's the thrill of love, not quite knowing but that elation you feel when you realise they do feel the same..." She sighed again. "There's nothing else like it..."

Dusk nodded at this. "So... you think I might... have a chance with her?"

"I don't _think_ you will, I _know_ you will," she said confidently. "We'll keep this between us, as I promised, but if there is anyway I can help at all, don't hesitate to ask."

"Okay... thank you, Rarity." There was one thing he felt he should ask. "Is there anything do you think I should do, you know... to show Twilight how I feel?"

"Dusk, quite frankly, you've been doing all of the right things so far," she informed him. "You two are already close friends, you share much of the same interests. You seem to go out of your way for her, can make conversation easily... oh, and the flowers, that was a wonderful gesture. I'm sure she was grateful for those."

"She was, yes... so, should I just... keep doing what I'm doing?"

"Yes, do. One thing that scares a girl off is moving too quickly. Take it nice and slowly, pay her the occasional compliment on her appearance or her work. You do that, I'm sure you'll succeed. After all, you have me helping you."

"Right... I'll bear that in mind." He shyly returned Rarity's smile. At least she was being supportive of his feelings. Now he admitted it, he felt quite sure that his feelings for Twilight went beyond friendship.

"Oh, look! The storm's passed." Dusk looked to see that the rain had indeed stopped. "I suppose all of our talk of romance chased the clouds away."

"Perhaps it did..." He finished his tea, then stood up to go. "Well, I'd better get home. I've kept you long enough. Thanks again Rarity... for everything."

"It was no trouble at all," she assured, showing him to the door. "Just remember, anything I can do, just say the word."

"Right..." Despite the heat that flooded to his face, he returned her smile. "Goodnight, Rarity."

And he left the Carousel Boutique, setting off home once more, in considerably happier spirits, and of lighter mind, than he ever had been. It seemed daunting, almost terrifying, what he now hoped to achieve. But then again, so had making friends. He would be paitient and wait... for now.

* * *

So, the plot thickens it seems.

Next time, Show Stoppers, from another's persepective, as she needs to sort out some feelings of her own.


	10. The Show Stoppers

As said, this whole chapter will be in the POV of Twilight Sparkle. Let's see what's she's thinking, shall we?

**The Show Stoppers**

"Thank you Twilight, for letting me place this poster for the talent show in the library," Cheerilee expressed to the unicorn, as they approached the door.

"It's no trouble at all, Miss Cheerilee," she assured her. "I intend to come and see it on the night, so it'll be a reminder for me."

"Wonderful, I'll be happy to see you there. The children are, of course, very excited about it, it's a real opportunity for them to showcase their talents." She looked at Twilight. "I don't suppose you would be able to give any help in setting it all up?"

"I'm sorry, I don't think I'll have the time. But," she added quickly, "I'm sure my second assistant Dusk will be more than happy to help. We can ask him, if you like."

"That would be wonderful, I'd be most grateful if he could." They opened the door to the library and stepped inside, immediately confronted by Spike.

"I had nothing to do with this," he said straight away. Twilight soon saw what he was talking about.

"What is going on here?"

She looked over the scene, feeling quite scandalised, to see so many books in such disarray, in a large pile in the centre of the room. SweetieBelle, Scootaloo and Applebloom were at the centre of the chaos, scanning through any book, parchment or scroll they could find. Close by, she saw Dusk, who was desperately trying to bring some order, sorting out any books that they tossed aside into neater stacks.

"Well, we sure ain't gettin' our cutie marks as librarians," remarked Applebloom.

"I should think not," said Spike sternly, earning a frown from Twilight. "What?"

"I'm sorry, Twi," said Dusk abashedly, looking up. "They were looking for a way to earn their marks... I didn't think it would do any harm in letting them try."

"It's alright, Dusk," she assured him, smiling gently at how forthcoming he was. "We can sort all of this out later. Girls," she said to the fillies, "I think you're going about this the wrong way. Instead of trying to do things in areas you're not familiar with, why not try doing things in areas that you already like?"

"And I have the perfect place to start." Cheerilee rolled out the colourful poster on the floor for them to see.

"'Showcase your talents...

'...for all to see...'

'Perform in the Ponyville school talent show,"' they each read in turn.

"There'll be all sorts of awards. Best dramatic performance, best comedy act, best magic act... Surely you can find _your_ talent," their teacher said encouragingly.

"This _would_ be the perfect place ta discover our talents," exclaimed Applebloom. "Jugglin'!"

"Acting!" procclaimed Scootaloo.

"Magic tricks!" piped up Sweetie Belle.

"Square dancin'!"

"Tightrope walking!"

"Tiger taming!"

"My little ponies! You're missing the point." Twilight cut off, refraining from laughing at their extreme suggestions.

"She's right." She looked up to see that Dusk had wandered over. She let him offer his own insight, for it was usually good. "From what you've told me, you've been attemtping to find your talents in unfamiliar territory. Instead of trying new things, why not focus on what you're already good at, what you enjoy doing? That's how you find your talent."

"Sure! We can do that," agreed Scootaloo.

"Yeah! Sure we can," echoed Sweetie Belle.

"Well," said Applebloom, "whatever we do, we'll do it as..."

"...The Cutie Mark Crusaders!" Together, they raised their hooves to the sky. They then turned to Dusk. "Thanks for letting us try and be librarians. Sorry we messed up the books so much..."

"It's fine girls, nothing that can't be cleared away," he said gently. "You run along now, I think you've got some plans to make."

"We sure do! Come on, let's go!" Scootaloo lead the way, as they ran off to begin making plans for their performance.

"Well, at least they're enthusiastic," remarked Dusk, turning to Cheerilee. "Sounds like it's going to be a good night."

"I certainly hope so. Now, I was wondering Dusk, if you would like to help set it all up? We're about to start preparing the stage, if you'd like."

"I uh... certainly!" His own enthusiasm to help made Twilight smile. "That is... if Twilight doesn't mind?"

"Of course not," she said. "Well, first I want to talk to you about something. Is that okay Ms Cheerilee?"

"Yes, it's fine. just come along when you're ready, Dusk. You know where the school is, so I'll see you there." With a grateful smile, the school teacher left, leaving the three librarians with some tidying to do.

As soon as she did leave, they set to work rearranging all of the scattered books and parchment, though Spike was little reluctant, as it wasn't their mess. After some encouragement from Dusk and frowning from Twilight, he soon set to work too.

As they did, Twilight would occasionally glance at Dusk, who would be levitating several books at once, sorting them with a spring in his step, a smile on his face and humming an upbeat tune. She couldn't help but marvel at how different he was, to when she'd first met him. Instead of working in silence, almost brooding, he was now happy, eager to work and brought a different kind of air to the library whenever he was there. Friendship had really changed him for the better...

This occaisional glancing was something the both seemed to do. There were times, when Twilight's gaze flicked to him, that he would be looking somewhere else, diverting his eyes away from her and looking a little red in his cheeks. It could just be her imagination, but she could swear that he was doing it... but why was he doing it? For that matter, why was she doing it too?

"That's the last one," Dusk said, bringing her out of her thoughts. "Remind me never to let them anywhere near these books again."

"You got that right," Spike agreed, wandering off into the kitchen, leaving her and Dusk alone.

"So... Twi," began Dusk, "what did you want to see me about?"

"Huh?" She'd been a state of deep thinking again. "Oh, yes! Did you bring the stones, like I asked you to?"

"Of course." He levitated them out of his saddlebag to her, letting her examine them once more.

Just like she'd seen them last time: jet black, varying in appearance and a little in size, all with a tiny dash of colour on them. The newest one, she noticed, had the colour of her fur, purple. She still didn't know why they had these, nor why Dusk had collected them. But they were obviously important to him, so she wanted to do this for him.

"Curious, aren't they?" he noted, as she studied them. "I suppose that's why I collected them. So, what do you want these for? They're just knick-knacks really..."

"That's why I want to make them something more." She smiled at his raised eyebrow. "Remember when you got me those flowers?"

"Yes..." He flushed red again at the memory of it.

"Well, it really was a nice thing for you to do. So, I wanted to give you something in return. So... here..."

She levitated them before her, remembering the spell that she needed, engulfing them in a bright light. When it had passed, they were all joined together on a length of black rope, which she allowed to hover to Dusk and gently tie around his neck, as he gazed on, a smile growing on his face.

"Twilight... what's this?" He looked down at the necklace, wonder shining in his eyes.

"Do you like it?" Really hoping that he did, she pointed with her hoof. "It was a simple enough spell, I know it's not much but... you can wear it, for luck."

"I... I..." She could see his eyes watering a little. Then, he gave her a gentle hug. "Thank you Twi... I really like it. This is... a great thing you've done."

"I'm glad you think so." She let him step back, returning his warm smile. "You're very welcome, Dusk."

"You know... the things you girls do for me... you can still surprise me," he said, with a smile.

"We try," she giggled. "You can go help with the Talent Show, if you like." For some reason, she found herself hoping he would say 'no'.

"Right you are." He hurried to the door, giving her one last smile before he left. "Thanks again for this Twi, I'll be sure not to lose it."

"I hope not. See you later..." Once again, she felt a small amount of disappointment as he dashed off. But... why should she?

When Spike returned from the kitchen, munching on a sapphire, she had him fetch the book on magical theory that she'd been meaning to continue pursuing... the one Dusk had got her for Hearth's Warming. She'd already read throught half of it, and it was quite a fascinating read, with some new additions updated from the previous volume in the series. She opened the page she marked out, her eyes travelling over the words:

_Starswirl the Bearded, possibly the greatest unicorn magician to have ever lived, always sought to push the boundariesof what could be done with unicorn powers, unlocking spells of huge power and potential. However, he also believed that these spells should never be misused, or the consequences could be disastrous..._

Twilight nodded as she read the passage. She certainly found it hard to argue with Starswirl on that regard. She wondered if Dusk knew much about this field of study, he certainly did know quite a lot... what did he think of the ancient unicorn's views? What would he say? Would he want to discuss that with her?

Wait, why did that matter? Sure, they were best friends, worked in the same place and shared a lot of the same interests, but why did she feel the need recently to ask his opinion on things, get his view? She didn't need to ask him about everything... it was just because they were friends... and co-workers.

Shaking her head, she tried to return to the book. But, whenever she tried to immerse herself in it, her thoughts kept drifting to Dusk. No matter how much she tried, she just couldn't stop her thoughts wandering to him somehow... why was that? Maybe... maybe it was because he would normally be here, but he wasn't, so she was trying to just get used to it. Yes, that was it.

Not much happened throughout the rest of the day. The Cutie Mark Crusaders showed up again, to get a book called _Ghosts, Goblins and Goulish Figures, _leaving both her and Spike expressing their thoughts on what the fillies would need with such a book. And again, she couldn't help but think about what Dusk might have said about it. It felt strange, not having him around as much... well, he would be busy.

Not that it mattered to her, she didn't mind. Why should she?

Over the next days leading up to the talent show, Dusk was, of course, kept with helping out set up the show for Cheerilee, always making sure it was okay with Twilight first, before leaving to get more things organised. He was always considerate like that, she'd noticed. She'd noticed lots of things about him, since he'd moved here and started working... how did he ever think of himself as just some nopony? So clever, so well-read, so handsome...

Wait, handsome? She whipped her head up now, so hard that she hit the shelf above her with it. Rubbing it, she thought furiously why that description had come to mind. Why was she thinking like this? Why couldn't she figure it out? She had to know!

It was the day when, in the evening, the talent show would be taking place that Twilight decided that she needed to talk to somepony, about her constant musings about her stallion friend. She couldn't figure it out herself... she had to ask somepony. She needed to have some honest advice.

Asking Spike to watch the library, she trotted off in the direction of Sweet Apple Acres, arriving in just a few minutes, she was moving so quickly. Calming herself down, she searched for Applejack, who came through a thicket of trees, smiling at the sight of her.

"Well, howdy there Twah'light!"

"Hey Applejack, where've you just come from?"

"The CMC clubhouse. They're busy practicin' fer the talent show ah've jus' seen 'em," she told her with a grimace.

"How are they doing? Are they ready for it?"

"They're ready alright... everypony's gonna be 'speechless', let's jus' say..." She shook her head, before restoring her smile. "Anyway, what brings ya hear taday?"

"Well..." Did she have to ask her so quickly? No, get a hold of yourself, Twilight. "I wanted to ask you about something... well, somepony."

"Sure thing, hun." She beckoned her to a spot under an apple tree, sitting on the grass. "What's on yer mind?"

"Well..." Twilight felt the heat rise to her face. Why was she acting like this? "It's... it's about... Dusk..."

"What about him?" Her expression hardened. "He hasn't started actin' distant again, has he?"

"Oh no, no! Nothing like that," she said quickly. "He's actually helping to set up the talent show tonight."

"Really? That's nice-a him." Applejack smiled, nodding approvingly. "He's sure changed from that nervous lil' colt ah firs' saw in the marketplace, ain't he?"

"Yes... yes, he has." Twilight smiled fondly, happy that one of her friends thought the same as her, in that respect. "Anyway, I wanted to tell you something about him... that's happened with me..."

Twilight then proceeded to tell Applejack, who just sat and listened paitiently, everything that she could put into words about how she felt around Dusk, how her thoughts always centred around him and, most importantly, that she just couldn't explain it herself.

All the while, Applejack just listened. However, with every word that Twilight spoke, her smile seemed to grow more knowing, more warm. Like she really did know something Twilight didn't. By the time she finished, she was positively grinning.

"What? What's so funny?" Twilight asked, a little annoyed that she wasn't taking this seriously.

"Nothin', sugarcube. It's jus'... well, it's kinda obvious really," she said, still smiling.

"What's obvious? What?" Why couldn't she just be straight with her.

"Twah'light, ah may not be an expert, but anypony'd tell ya.. well..." She paused for a minute, still wearing that grin. "You like Dusk."

"What? Of course I do, we're best friends!"

"No, not what ah meant... ah mean, ya _like _like him," she emphasized.

"Huh? What's that meant to-" She stopped when her mind finally revealed the answer. "Oh no... no, no no no, that can't be it."

"Why wouldn't it be? It's the only thing it could be."

"But it can't be!" She now found herself nervously pacing. "I can't feel about somepony... like that. Friendship is one thing, but romance? That's just silly! Absolute nonsense!"

"Why would it be nonsense? What's wrong with romance?"

"It's just silly. I mean, devoting all of your time trying to dote somepony, woo them, when they may not even feel the same way? That just doesn't make any sense, it's foolish!"

"Twah-"

"And why would he even feel anything like that for me? I'm not saying he does, but why would he? I'm not... well, it's just not possible! How would it affect us? Wait, why am I even asking? It's all just not possible!

"Okay, okay, calm down Twah." Applejack had wiped off her grin now, concerned at how distressed she now was. "Ah'm jus' tellin' you what ah think. Ya don't have ta believe me, ah'm sure there's a... different reason. You'll figure it out, if that's the case."

"Yeah... yeah, of course I will," she agreed, calming herself. "Maybe it's something else... I just need more time to think... sorry, I kinda lost it there..."

"Don't dwell on it, Twah." She gave her a well-known honest smile. "If ya like, ah can keep this between us fer now. Ah won' tell a soul."

"Thanks, AJ." She returned the smile as best she could, turning to go. "I'd better get going. I'll see you at the show tonight."

"Sure thing. Have a good one. And Twah?" Twilight turned back. "Jus' wonderin' here... what if ah am right?"

"Applejack-"

"Jus' if, sugarcube, jus' if," she repeated.

Twilight thought for a moment, being sure not to dwell too much on those words. It would be a waste of time, even considering it now.

"Then... you can say 'I told you so'."

"Duly noted. See ya Twah..."

As she made her way back to the library, returning to her studies once more, no matter how hard she tried, Twilight couldn't stop Applejack's words from resounding in her mind, echoing in her thoughts.

_What if ah am right?_

* * *

It was the night of the talent show. Everypony in town had turned out to see the little fillies and colts perform and show off their special talents and skills, to revel and share in the pride that they no doubt shared with them.

Twilight was backstage, crossing over to the three dark-robed figures that were Applebloom, Scootaloo and Sweetie Belle. All the while, she couldn't help but cast her gaze around for Dusk, wondering where he might be back here... it felt like so long since she'd seen him...

No, stop thinking like that Twilight, she told herself. It's all silly... glad for the distraction, she approached the girls.

"My little ponies! How are you doing?"

"Nervous..." They all admitted

"Don't worry," she said in a determined tone. "You're gonna be amazing. Remember, just stick to what you know best."

"See girls, just like I've been saying." She looked up to see Dusk, descend down a stage rope and landing before them. "Phew, glad that worked... anyway, hav-" He stopped and tripped, realising his leg was still stuck in a loop of rope. Red in the face, he disentangled it and cleared his throat.

"You okay Mr Dusk?" asked Applebloom.

"Fine thank you," he said with as much dignity as possible. Twilight surppressed a giggle at how flustered he looked and he tried again. "Anyway, haven't I told you everypony else would say the same? Focus on your strengths and you'll do fine."

Twilight wasn't entirely surprised at how supportive he was being to them, he was always good with words of encouragement. But still... it was nice to see him being there for the girls, as he apparantley had been. It was why she had tried her best not to laugh at his slip-up.

Her feelings for him still felt confused, almost hidden. But she felt for sure the two of them were still good friends, she wasn't going to let a little confusion spoil that. She would just have to keep her feelings in check and under control.

"Yeah... you were right Mr Dusk. Thanks for the support, you too Twilight," Sweetie Belle said sincerely.

"It's no trouble." She exhanged a smile with her friend. "I can't wait to hear you sing, Sweetie Belle."

"Why does everypony always think I'm gonna sing?" she asked, annoyed.

"Actually, Twilight Sparkle," corrected Scootaloo, "I'm the main singer tonight."

"Oh?" She hadn't expected that. But there was more to come...

"And I'm the main dancer." Applebloom proceeded to perform a karate chop.

"Oh?"

"And I'm in charge of..."

"Costumes?" she asked, fearing the worst.

"And sets and props. How'd you know?" So... they'd taken her words to heart, but not in the way she expected.

"Really, girls?" she said nervously. "Are you sure..."

"Cutie Mark Crusaders, you're on next," announced Cheerilee. "Break a leg."

"Knock 'em dead, girls," added Dusk.

"Wow, the theatre sure has a lot-a violent ways-a sayin' 'good luck'," remarked Applebloom, as they scurried off.

"Break a le-" She stopped as she heard Applebloom trip. "Uh... good luck!" She turned to look at Dusk. "How do you think they'll do? I thought... well, you know..."

"That's what I thought too," he said nodding. "But, they're doing what they're comfortable with and we shouldn't fault them for that. Let's just see how it goes." He turned to smile at her, beckoning her up a set of stairs. "Come on, these are the bests seats in the house."

Twilight looked down to see they were up in the rafters, where the lights were shining down on the stage below, looking down from above. This certainly was a unique spot to view it from. She looked at Dusk, to see that the necklace she made for him was still there.

"Hey, you've still got it," she remarked.

"Of course, you made it for me. I'm not going anywhere without it now. I might get struck by a bout of bad luck," he joked.

"Dusk... I-" She was cut off, as the lights went down and the music began to play.

Twilight watched with Dusk, as the girls began to perform their routine. It didn't start off well, as Scootaloo sang many notes off key, most of the dancing was uncoordinated and clumsy and the sets and props looked crude and tacky. She knew they were just fillies, but considering how well Applebloom had done fixing up their clubhouse. She looked at Dusk, who was grimacing and gasping, so he thought much the same.

The routine started off badly and it ended just as badly, with the set the girls had made literally falling to pieces, the audience bursting into laughter. Dejectedly, the girls trouped off the stage. Twilight wanted so badly to go and make them feel better and, by the looks of it, so did Dusk. However, the girls were called back on stage for the awards, reluctantly mind.

They watched as Spike handed out the awards, as the CMC hid behind the other performers to avoid more laughter. They were just as surprised as the two unicorns, however, when they were given the award for 'best comedy'. They must have clapped the hardest out of all of them as they all gave a bow, quickly leaving the rafters to congratulate them for their efforts.

"Congratulations, ponies! Job well done," Twilight voiced to them.

"Seconded," agreed Dusk. "See, I told you you'd be great!"

"Thanks..." they all said sadly.

"Hey, why the glum looks?" Dusk asked gently. "You should be proud of yourselves."

Scootaloo sighed. "We worked really hard and won a prize, but we still don't have our cutie marks."

"Which is the prize we really wanted," moaned Sweetie Belle

"Oh, girls..." She couldn't help but feel disappointed for them. She couldn't imagine how they must feel. But still, she was surprised by what Applebloom and Sweetie Belle said next:

"But we think we know why."

"Yes. We know why."

"Oh? Tell me," she requested. "I'd love to make a special report to the Princess."

"Want me to take a letter in Spike's absence?" asked Dusk with a grin.

"It's fine, I'll have him write it up later," she giggled. "Anyway, go on girls."

"Well, maybe we were trying too hard?" started Sweetie Belle nervously.

"Yes? And..." she encouraged gently, making them think rather than spoon-feeding them the answers.

"And instead of forcing ourselves to do something that's not meant for us..." continued Scootaloo.

"Yes? Yes?"

"We each should be embracing our true talent!" finished Applebloom.

"And that is...?"

They all exchanged a glance, then procclaimed: "Comedy!"

Twilight's and Dusk's eyes widened simeltaneously at this. Even as they ran off to see their elder siblings, idol in the case of Rainbow Dash and Scootaloo, they relaxed and exchanged knowing looks of their own, knowing they were both thinking the same thing.

Like when Twilight would eventually figure out the real reason why she felt this strange way for Dusk, pushing down any notions of romance, the day when those three finally figured out their talents would be a proud day indeed.


	11. Sweet Apple Sunsets

**Sweet Apple Sunsets**

Ever since his discovery of how wonderful friendship truly was, Dusk had learned many things about its magic. One of them was that any time spent with any of your friends, no matter what it was you were doing, was time well spent.

That was why he had given up his Saturday, when he would normally be relaxing and reading, to help Applejack out on the farm, to bring in a large crop of apples from the orchards and into the barn. It was certainly tough work, but at least he was in good company.

He wasn't just with Applejack in this, as Big Macintosh and Applebloom also gave their help, the former taking the big baskets off to the barn for storage and the latter just brightening up the day and making it more fun, along with her big sister.

Dusk could see why Applejack enjoyed her life on the farm so much. She and her family supplied an important commodity to the ponies of Equestria, it got her fresh air and kept her in shape and she was surrounded by her loving family, all of whom were just as dedicated to their work as she was. The only real exception was Granny Smith, but that was permissable.

They all worked tirelessly for the majority of the day, stopping only to break for lunch and drinks, before resuming work. Dusk wasn't bucking the apples out of the trees, as he didn't have the physical strength to. He had tried his hoof at one, but he had to give the tree five good kicks before the apples were dislodged, with a few still left in the tree. So, his task was carrying the baskets under the tree, catching the apples in them and depositing them for Big M to move to the barn.

It wasn't too exhuasting, though he did have to get used to how much the apples weighed in the basket. Fortunately, he did have just enough strength in him to haul them to the much stronger stallion. Thankfully, the job was almost finished.

"Here we are Dusk, las' one an' we can call it a day," announced Applejack.

"Right you are miss," he replied, placing himself under the tree.

Applejack raised her rear legs, gave the tree a good kick and let the apples tumble into the baskets Dusk had fixed around his body. Buckling a little from the weight, he carried them over to her big brother.

"Here you go, Big Mac," he grunted, setting them down and letting him take them. "You going to be okay from here?"

"Ai-yup," he nodded. "Thanks fer the help Dusk."

"No trouble at all, happy to. See you later," he called, as the stallion took them off to the barn. Then, he returned to Applejack, who was leaning against the tree with her litle sister. "Phew, what a day!"

"Ya can say that again," she agreed.

"I would, but I don't like repeating myself," he remarked. "Well, it's almost sundown, I'd better be getting home..."

"Wait a sec Dusk, ya haven't seen the best thing about this place," perked up Applebloom. "Come on sis, let's show him!"

"Ya know, that ain't such a bad idea." She stood up from the tree, leading them through the glades. "Jus' follow me Dusk, yer gonna like this."

Remaining silent, Dusk simply followed them across the orchards, letting them guide him to what was 'the best thing' about Sweet Apple Acres. Applebloom trailed back to walk next to him, her little legs moving with more frequency to keep up.

"Ah hope ya like this Dusk, me an ma sister head up here, now an' again, 'specially after a long day workin'."

"I'm sure I will," he smiled. "Hey, congratulations again on your award for the talent night. You girls really put a lot of work into that performance."

"We sure did. We still didn't get our cutie marks though," she added sadly. "But now we've got comedy ta focus on, we should get 'em in no time."

"When you live in hope," remarked Dusk. "Didn't you try discovering your talent here, on the farm?"

"It was one-a the firs' places ah tried. Ah tried sellin' apples but... that didn't go so well," she admitted. "Ah jus' hope we do discover our talents... ah don' wanna grow up without a cutie mark..."

"That won't happen Applebloom," said Dusk straight away. "Everypony has a talent, a skill that makes them special. You're no different Applebloom, nor are your friends. In time, you'll discover it. I promise you."

"Okay... thanks Dusk," she said sweetly. "Hey um... ah heard from ma sister about yer... magic talent."

"Did you now?" he asked, glancing at the country pony, who winked. "And...?"

"Well... would ya mind showin' me? Please?" She gazed up with big adoring eyes.

Dusk didn't answer. He just smiled, tapping into his power and conjuring up an apple shape, followed by several more, until he made a filly-sized pony that looked like it was made up of apples. He then controlled it so that it pranced around, chased by a laughing Applebloom.

The puppet master couldn't help but laugh as well, at how much joy she found in chasing it around the orchards as they walked. Life was so muchmore simple as a child, still learning who you were and just having fun. And when you did discover your talent, earn your mark... there was nothing else like it.

"Thanks fer that," said Applejack, "she's been askin' about that fer a while, and ah don't think ya disappointed."

"I came to that conclusion myself," remarked Dusk. "Where are we going, anyway?"

"You'll see, we're almost there," she told him, leading him on.

Soon enough, they began to climb up a nearby hill, higher above the miles of trees. Was it the view they wanted to show him? It no doubt be something along those lines at any rate... not that he minded, for nature could really be amazing at times.

After a few minutes, they reached the top of the hill and stopped, setting themselves down on the grass. Applebloom lay down close to her sisiter, snuggling up against her, as she placed her stetson on her head. The love between the two sisters... it really was something.

"Here we are... jus' look out there." Dusk did as she asked... and felt his gaze be fixed on the sight before him.

The sun was just beginning to set below the sky, painting the sky with colours of orange and yellow, bathing the landscape in the beautiful blend of the colours before them. The stars began to shine in the sky, twinkling up above them and adding a further beauty to this wonderful sight.

From anywhere, a sunset was could be a beautiful thing. But here, with nothing but the splendour of nature, the miles of apple trees, the long green grass and the downhome, rustic setting, it was truly magical.

They were right. This was the best thing about this place.

"Hey look, the firs' star-a the night," pointed Applejack up above. "Make a wish."

They all shut their eyes, not saying a word. Dusk, who just went along with it for the fun of it, simply wished that he and his friends would remain together and happy, united in love against all odds. It was cheesy but... well, it was nice to be cheesy.

Dusk simply enjoyed the moment, watching as the sun began to set below the line of the horizon. Applebloom, soon enough, drifted off to sleep, resting gently against her sister's side, as she smiled fondly down at her.

"She's sumthin', ain't she?" she mused to him. "Sometimes she can be a hoofful but... ah wouldn't trade her fer the world."

"I can see why." Feeling inspired, Dusk made some colour trails fly across the sky before them, making them dance and twirl around, almost like faries. Then he saw Applejack gazing thoughtfully at them. "Something wrong?"

"Huh?" She blinked at him. "Oh, nuthin', don't stop on ma account."

"I know that look, that's the look Twilight gets and, me too apparantely. That's a deep thinking look." He cocked his head at her. "Bit for your thoughts?"

Applejack chuckled at that. "You two... ya really are quite close, ain't ya?"

"Well, when you work in the same place as your friend, it's bound to happen," he agreed. He looked down at his necklace. "She made me this, you know..."

"She mentioned that, yeah," she said, looking at it. "Suits ya jus' fine, like yer hat. Really kind gesture, if ya ask me."

"I thought so too." Blushing a little, he cleared his throat and returned his attention to her. "Anyway... what are you thinking about?"

"Well..." She thought again for a few minutes. "It's jus'... that colour talent-a yer's... ah jus' thought-a sumthin'..."

"What?"

"Jus' a feelin like... ah've seen it before... or sumthin' like it, perhaps."

"Really?" This had him intruiged. If there was somepony else who had his talent, perhaps he could find them. "Where? Can you remember?"

"Sorta... yeah, a long time ago... when all firs' met, at the Castle in the forest... when Twah'light vanished..." She looked thoughtful for another few minutes, then she sighed. "Ah can't quite explain it, but ah'm sure that it was sumthin' like yer magic."

"That's it? There's got to be more," he urged. "Are you sure that's all you can remember?"

"Yeah... sorry, ah know it don't help much. Coulda been sumthin' else, ya never know," she shrugged.

"It's fine... maybe it was..." Dusk let out a sigh of resignation.

He had really hoped for a moment there, that there might be a chance of somepony else having his talent, perhaps if he could find them, have them explain why they could do it... perhaps teach him if they were more experienced with it.

His disappointment must have shown clearly on his face, because Applejack spoke up again.

"Sorry, ah shouldn't have bought it up, ah shoulda got ma facts straight firs'," she berated, looking like she was angry at herself. "Probably got yer hopes up fer nuthin'."

"It's fine, don't worry. I'll figure it out later," he told her.

"Ya sure?"

"Quite sure, just forget it..." They sat in silence for a while. As he looked out across the horizon, a question formed in his mind. "Hey, AJ, can I ask you something?"

"Sure, shoot."

"Well... you know how you're all my friends? You and the girls, I mean."

"Las' time ah checked." Her expression became concerned. "Why do ya ask?"

"It's just... well... that won't change, will it?" He didn't feel he needed to ask, but he still wanted to know. "I mean... you won't... leave me alone, will you?"

"Aw Dusk..." The look on her face softened further. "A-course we won't. Why would ya ask that?"

"It's just... I've spent my whole life without any real friends, wanting them, but never thinking I could." Wiping away tears, he continued. "I don't... I don't want to go back to that... not after meeting you... all of you..."

"Dusk, ah always say the honest truth an' this is no different," she said, placing a hoof on his shoulder. "We may have our squabbles an' feuds, things may seem bleak at times. But ah promise ya, no matter what, we'll never stop bein' friends... an' we won't leave you alone."

There had been no need to ask, no need to even consider the thought in the first place. Despite the pointlessness of it, however, that assurance had increased Dusk's belief in friendship tenfold. There was just no disbelieving her... it was quite impossible.

"Thanks, Applejack... I'll never forget that." Feeling a smile growing on his features, he looked back to the sunset. "You know what? Applebloom was right... this is the best thing about this place."

"Glad we agree." Exchanging a soft hoof bump and warm smiles, they returned to watching the sunset, in a far more comfortable silence.

Dusk still considered what Applejack had said, the possibility of another 'colour bender', as Rainbow had said. It definitely wasn't him, for he had been fast asleep in his dorm at Canterlot at the time. Perhaps... sometime... he would investigate the matter himself, go to the ruin of the Pony Sisters Castle... one day.

But, for now, he knew one thing: What he had said to Applejack... he had said that just as honestly as her... and he never would forget. Never.

* * *

This was inspired by a piece of fan art I once found. Just type it in and it'll come up. I know it's not much, but I felt like keeping this one short. Hope you liked it.

Next up, it's the Mane Six vs the Diamond Dogs and Dusk discovers there's a bit of a fighter in him...


	12. A Dog And Pony Show

**A Dog And Pony Show**

A knock on the door of the library distracted Dusk from the work he was doing, spilling ink all over the parchment he was writing on, a key for the library for book locations. Clearing it away with a spell, he controlled the feelings of annoyance that he had, as he opened the door. They vanished completely when he saw who it was.

"Rarity! Great to see you!"

"Hello Dusk, isn't it a fine day?" She seemed positively abuzz with excitement, barely able to contain it. "May I come in?"

"Certainly," he invited, stepping aside to let her pass. "You seem happy about something. Are frills back in fashion this year?"

"Even better!" She gave a squeak of delight, but conformed herself. "I've just been tasked by Sapphire Shores, and I mean _the _Sapphire Shores, to make outfits for her concerts!"

"Great, good for you," he said. "So, what are you here for? I take it this isn't just a social call."

"Indeed. I need some assistance gathering gemstones for her outfits and I was wondering if Spike would like to help me?"

"I'm sure he'd be happy to. We're just about to break for lunch anyway, so he should be free." He rounded to the stairs and called: "Spike, somepony here to see you!"

"Go away! I'm napping," came the sleepy reply.

"It's Rarity!" Dusk felt a wind rush by him and Spike was there in the blink of an eye. That was quick...

"Dusk, what's going on?" Twilight had also come downstairs, as Rarity explained what was going on to Spike, who had eyes for nopony else.

Once they were both done explaining the situation to one another, Twilight said that of course it was okay with her, just as long as they were careful. Rarity was very grateful to them both and promised that they would be.

"It's just a shame you can't come with us to lunch," Twilight said to her.

"I'm sorry Twilight. I know we made plans to eat together today, but this is simply too important. Sapphire wants these dresses made as soon as possible, and I need an ample supply of gems to get started."

"It's okay, I'm sure the others will understand." She waved them off from the door. "Be careful out there!"

"We will. Have fun, you two," she called, passing Dusk a quick knowing wink, before setting off with the baby dragon in tow.

Dusk felt his cheeks become a little hotter. A quick glance showed him that Twilight's cheeks were also a little pink. Did she pick up Rarity's meaning from the wish and the wink? Or was it just hot today?

Since asking Rarity for her advice, Dusk had taken it to heart and continued to just be himself around Twilight, as she'd told him to. He had sort of mumbled out a compliment at one point on how... lovely she looked one time, but he didn't think she'd heard him. He still needed to pluck up more courage before trying that again. He still asked himself that question sometimes, when he was lost in his thoughts...

Could something actually happen between them?

"Dusk? Dusk, are you listening?" Twilight's voice snapped him out of his thoughts. "Deep thinking again?"

"Yeah... sorry.

"It's fine, it just makes you, you. Well Dusk, as I was saying, are you ready to go to lunch with me?" she asked him.

"Let's see...trilby: check. Good-luck charm: check... I'm ready."

"Good to see you keep things in order," she remarked. "Off to lunch together then... I mean," she stammered suddenly, "not together together just... with each other. Not like that I mean. To meet the others because... well, it's not like this a... a date or anything, I'm not saying it is...I-"

"Twilight, it's fine, I know what you meant." He raised an eyebrow at her. "Are you okay?"

"Oh... um yes, I'm fine. Let's go..." Not saying anything else, she walked off, with Dusk wondering what all that had just been about... and what it meant.

* * *

"Mmmmm, that was a yummy lunch," Pinkie remarked, as they left the restaurant. "I love hay, apple and cupcake pizza!"

"Pinkie, how can you have cupcakes on a pizza?" asked Rainbow, disgusted.

"'Cause, cupcakes are great with anything!" she replied. "We should do it again sometime!"

"Yeah, maybe you could have cookies your pizza next time," Rainbow said sarcastically.

"Hey, that's not a bad idea. Good thinking Dashie!"

"What? Bu-bu-but I... I mean you- ugh, never mind!"

Dusk burst out laughing with the others at the utter bewilderment on Rainbow's face from Pinkie's agreement on that descision. Coming out for lunch had been worth it, just for that. How had he ever got through a day without these girls before?

Twilight had remained silent during most of their walk over there, but she must have come to some kind of resolution on her own, for she was soon back to talking to him and the others. Dusk was still pondering her odd behaviour before and what might have caused. He would consider it more later because, for now, he just wanted to enjoy the time with his friends.

"It's just too bad Rarity and Spike couldn't join us," said Dusk, once the laughing subsided.

"It is," agreed Twilight, "but this is a pretty important client that she has. I mean, it _is _Sapphire Shores."

"Yep, this oughta be a big burst in business fer her," pointed out Applejack.

"How long did they say they would be gathering gems for Shore's costume?" asked Dusk. "I hear it can be dangerous up in that rocky forest..."

"Oh my, I hope they don't get in any trouble," fretted Fluttershy.

"Don't worry," comforted Dusk, "I'm sure they can look after themselves. Just depends how long they're up there."

"Eh, she said it would take a good few hours," answered Rainbow. "Should be good for Spike, alone all that time with Rarity."

"Yeah... I still don't get how that works," pondered Dusk aloud.

"Whaddya mean sugarcube?"

"Well... it's just... how can-"

"AGGGH!" They all turned to see Spike running towards them, looking frantic. "Rarity! Woods! Jewels! Dogs! Hole! Taken! _Save her_!"

They all exchanged confused glances with each other, as Spike began to hyperventilate. Dusk, knowing what to do, rushed forward to calm him down. Something had happened that had triggered this panic attack, something to do with Rarity.

"Spike, calm down, breath. I need a paper bag! Anypony got a paper bag?"

"Sure!" Pinkie walked over to a bush and pulled one out. "I have these stashed all over town, in case of paper bag emergencies."

Not having time to dwell on this random statement, Dusk took the bag and handed it to Spike, who started to breath into it and waved frantically in the direction of rocky forest, where he had just come from. If Rarity was in trouble, they needed to hurry.

Dusk levitated him onto his back swiftly and turned to the others.

"Come on, Rarity might be in trouble."

"Really? What gave that away?" Rainbow said sarcastically.

"I think it was Spike's panicked way that he mentioned Rarity, Dashie," said Pinkie. "You gotta pay attention more."

"UGH! I was being... ugh, never mind, let's just get up there..."

"Exactly. Spike, once you can breath again, fill us in on the way." Dusk let Twilight take the lead, as they all set off towards the forest.

Dusk couldn't help but feel worried for Rarity. The Diamond Forest wasn't as bad as Everfree, but there were still meant to be dangers lurking up there, just as unique to the area as the creatures of Everfree were. He just hoped that it wouldn't be anything too bad.

All the while, Spike was breathing into the paper bag on his bag, sweating, his eyes wide. Luckily, the baby dragon wasn't all that heavy, so Dusk could still easily gallop ahead of the others. He checked to see if he was okay to breath and, fortunately, he calmed down, enough to give them the full story.

"Rarity and I were in the woods looking for jewels when these creepy guys showed up."

"Creepy guys?"

"They called themselves the diamond dogs. They grabbed Rarity and disappeared down a hole in the ground."

"Well, that sounds mighty easy," said Applejack optimistically. "Jus' take us ta that their hole and we'll save Rarity."

"I wouldn't be too sure..." Dusk murmered quietly. He'd never heard of these 'diamond dogs', but he was sure they'd be bad news. he just hoped they'd be able to save Rarity in time before they might do anything. They neared the edge of the diamond plane and screeched to a halt and gasped.

As Dusk suspected, there were dozens of holes littering the landscape, making it impossible to tell which hole was the right one to venture down to find Rarity. Like regular dogs, these guys seemed to be rather good at digging and it showed. The dogs must have known they were coming and created all of these holes to confuse them.

"Holy moly, that's a lotta holeys," noted Pinkie.

"Dusk, can you use your puppets to see which one she went down?" asked Twilight.

"Hold on..." He conjured Rarity's form in the air. It cantered from hole to hole, apparanetely unable to decide which one to go down. Eventually, it stopped in mid-air, collpased and faded. "No... there's too many possible points of entry, I can't pin it down..."

"It was a good try," bolstered Twilight. "Looks like we're doing this the old-fashioned way. Come on everypony."

They each took a hole, peering down into the murky darkness. Dusk could barely see a few feet before him, it was so dark. He leaned in closer, sure that he saw something glinting in the dark... a pair of eyes. A little closer...

_WOOSH!_

He was forced backwards, as a jet of earth sprayed him in the face, covering his face in a mud mask. He looked around to see other holes getting the same treatment, being filled up to prevent access. They needed to get down one before they all filled.

Pumping his legs as fast as he could, he galloped to the nearest one and tried to dive down it. He made it down it, but was shot back out by another jet of dirt from the underground. He hurried to another, but recieved the same treatment. They were being filled too quickly, they wouldn't make it!

All around him, he could see the girls all trying and failing to get into the holes. Fluttershy was too timid to take a risk, Pinkie tried bouncing down one but was ejected, Applejack attempted to force against the dirt jet, but was beaten out. Even Rainbow tried zooming down one, but stopped at the last minute.

"It's too late... they're all filled up," said Dusk dejectedly.

"Huh. Heavens to Betsy," remarked Applejack. "Now ah'm used to pickin' maself up and dustin' maself off, but Rarity won't even touch mud 'less it's imported."

"Poor Rarity..." despaired Twilight. They all gazed upwards, no doubt picturing what horrible fate Rarity was suffering right now. Dusk felt ashamed that he had given up so quickly... that was the old Dusk, not the new one.

"Well, I say we don't give," he proposed, raising his voice a little. "No time for considering what might be, we need to move."

"Dusk is right," agreed Applejack. "We gotta save her!"

"But they blocked up all the holes," reminded Fluttershy.

"Don't mean we can't dig 'em out. Come on!" Inspired by this, Dusk leaped on top of a dirt mound and set to work.

As was known to all, he wasn't much in the way of anything physical. He was relatively skinny and weedy by his own judgement, even a little under-sized compared to most stallions, but he still had the strength to dig. They'd be through in no time, they just had to keep at it.

Suddenly, something grabbed his tail, lifted him up and threw him off the mound, smacking into the floor. He looked to see a diamond dog, grinning and waving at him mockingly. He tried to jump at it, but it vanished back into the ground, causing him to smack into the mound. He ran for another mound, but a furry leg tripped him up and made him fall.

They were doing all they could to dig in the holes, but the dogs just kept getting in their way, distracting them, tripping them, grabbing tails, tricking them at every turn. they were toying with them, like playground bullies. Soon, they were all exhausted from the spectacle, panting on the ground.

"They're not... not letting her go without a... a fight," panted Dusk, forcing himself to stand.

"Oh, those scary monsters popping up everywhere," said Fluttershy. "Oh, poor Rarity must be terrified..."

"Exactly. That's why we need to find her, and fast," Dusk said, snapping them out of their reverie. "We're not going to let a bunch of furry mongrels beat us."

"It's good that you keep your determination Dusk, but we're still getting beaten by them," pointed out Twilight. "What are we gonna do?"

"We need a new strategy," answered Dusk. "Brute force isn't working, the dogs are cunning and devious. We need to beat them at their own game... somehow..."

"I got it!" declared Spike, pulling out a gem and grabbing a fishing pole. "I'll save you, my sweet!"

As he hurried towards an uncovered hole, the girls all exchanged confused looks. Dusk too was a little bewildered by this... but his sharp mind quickly went to work, and he soon realised Spike's plan, giving a sound of recognition and moving quietly to the dragon.

He didn't say anything outloud, but these diamond dogs must have taken Rarity for her gem finding spell. If Spike were to use this gem as bait to draw them out, they'd be able to follow them to where ever they were keeping their friend.

"Spike, it is very noble of you-" Spike shushed Twilight abruptly at that. She continued more quietly, "to sacrifice the gem Rarity gave you."

"Oh, Lady Rarity. My damsel in distress... I shall save you." He gazed into the middle distance, no doubt indulging himself in a romantic fantasy. However, he became a little too immersed and made kissing gestures towards Dusk.

"Woah there Spike, I'm not that kind of stallion," said Dusk, snapping him out of it. Spike barely had time to look abashed, when there a fierce tug on the line.

"Whoa! Whoa whoa whoawhoawhoa..." Spike was being dragged towards the hole. "I got a bite! I got a bite!"

He was on the edge of the hole about to be dragged down. Applejack grabbed onto his tail, trying to pull him back, but she was being dragged down too. Twilight hurried forwards, adding her own strength, but that still wasn't enough.

"Twilight!" Dusk grabbed her tail, digging his hooves in as much he could. The dog, however, was very strong and began pulling him in too. He heard Rainbow shout his name, grab hold of his tail, followed by Fluttershy and lastly Pinkie, as they were all dragged down into the dark.

Holding onto each other's tails for dear life, they let themselves be dragged along on their rumps. Dusk felt the air rushing by him, could see the vast expanses of tunnels and caverns around them. They soared over a gorge, making his stomach rush up to his throat from the force.

They reached a hole in the tunnel and dropped down, letting go of the tail of the pony in front, falling towards the earth. Dusk ended up landing on top of Twilight, eliciting a groan from her.

"Oh my gosh!" He jumped off and helped her up. "I'm so sorry Twi I-I-... I didn't mean to land on you."

"I'm fine, don't worry," she assured, as she stood up, her cheeks flushed. "Thank you... for trying to save me."

"Oh hay..." He rubbed the back of his head. "You'd've done the same for me..."

"I know but... all the same. Thanks."

"You're welcome..."

They stood there for a moment, just gazing at each other, all else just being blanked out of existance. Dusk felt that rushing feeling again, even though he was no longer falling. Did Twilight feel it too? He couldn't tell... She seemed to be torn between two things, but he couldn't tell what. It was like... she wanted to return his gaze, but couldn't. Why was she-

"Haha! It worked! We're in!" Spike's voice snapped them out of it and they began to look at anything, other than each other. "Now we can finally save Rarity!"

"Um..." Twilight was still blushing, as she looked around. "Which way do we go?"

Dusk could see what she meant. It was deja vu all over again, with various tunnels and shafts leading goodness knows where. The diamond dogs had certainly been busy. But, unlike up above, there wasn't as many possible points of entry to choose from. They could only go down, deeper into the ground.

"NOOOOOOOOOOOOOOOOOOOOO!" screamed Spike.

"Calm down, calm down," Dusk shouted over him. "You're forgetting who you're with." With a wink, he conjured a Rarity puppet. This time, it cantered down a tunnel, waiting for them. "Result."

"Great work Dusk." Spike hopped onto his back. "Come on! We're coming, Rarity. We'll save you. Just hold on."

Together, the galloped off down the tunnel, following the white and purple light that shone from the Rarity puppet, as it led them through the humid, dank tunnels. Dusk led the way, Spike bobbing up and down on his back.

All the while, he wondered about Rarity. The diamond dogs could be a cruel, ruthless bunch, once they had a way of digging up the gems that they so craved. He didn't know what exactly they would be doing to Rarity, but he knew it couldn't be anything good. This knowledge put an extra boost in his sprint, like it did when he was tracking them in Everfree, saving them from the Paraserpent's coils. Fortunately, the dogs were nothing like that vile beast.

The puppet shone brighter, indicating they were getting close. Soon, they could hear sobbing, as they emerged into a clearing in the caverns. Ahead was a rusty metal gate, from where the crying was orginiating.

"She must be in there! Let's go!" declared the always brave Rainbow.

Before he could, however, Dusk felt something else land on his back, felt cold chains being fastened around him. He looked to see more diamond dogs, heavily armoured brutes, on the backs of the girls. Two others converged on him, wrapping him in the chains and trying to drag him away, as he tried to struggle free.

"More workhorses!" grunted the one from Fluttershy's back. "Take the stallion first, he stronger than mare."

"Hey! Sexist jerk!" Rainbow yelled. "Let him go!"

"Dusk, no!" His eyes locked with Twilight's, as she watched him being dragged off.

"Ho, doggies," said Applejack dangerously. "If ya can take this bull ba the horns, ya better be ready fer a ride." Then, like a bull at a rodeo, she proceeded to try and buck off her rider, as the others joined in.

Dusk thought about trying that, but that would still leave the other two he had to deal with. He had virtually no experience in fighting, he'd never been in a fight in his life. The Paraserpent hardly counted, for he had run for most of that one. He couldn't do this alone!

But the girls were preoccupied right now. He was on his own, for now at least. Calming himself, his mind began to work away, formulating a battle plan. The world seemed to slow around him, as he looked over the scene.

Okay, so, three dogs. Two holding the chains, one on his back. They were in a hurry, the chains were still rather lose, he could struggle free if necessary. With some effort, he would be able to buck off the one on his back. The other two would need to be distracted. They lived underground, so they didn't like bright light all that much. A light flare! Then, just chase them away.

"Move pony!" ordered the one on his back, who was crushing Spike.

"Very well, as you wish. Spike, sheild your eyes!" This would drain his strength, but if he kept it quick... he shone a bright white ball in the cavern.

He heard them whimper and yelp, as they staggered back and covered their eyes. They loosened their grips on the chains and on his back. Feeling a little weaker from the effort, he bucked off the one on his back with one jolt, sending him flying into the wall and wriggeled out of his bonds. Running on adrenaline now, he returned his attention to his remaining opponents, who had now recovered.

The world slowed again as he looked them over. Big, armoured and tough, those were their strengths. Weaknesses, they were heavy, most weight concentrated near the top. Armour was wek below the waist, adding more weight to their upper bodies. With enough force, they could be tripped over.

One of them charged at him, throwing all of his considerable weight forward and raising his arms to strike. He dived to the left, dodging the blow and hearing a crash as he hit the wall. He turned, seeing the back of his knee as a weak point. He gave it a hard kick, causing the dog to buckle. He then ran up its back, kicked off his helmet and slammed a rock down on it with a levitation spell, making him dazed.

The other dog charged too, his own arm raised to hit him. He levitated the chains up to him, spun them like a bandoleer and threw them at his legs, tying them up and making him trip. Dusk jumped off, as he bought his fist down on his companions head, the two of them falling to the ground in a heap.

Dusk couldn't believe it. He'd done it! He'd come out on top. The one he'd bucked off was watching the whole thing, looking rather tentaive. Dogs: strong in packs, weak alone. Feeling more confident, Dusk knew it was time to use scare tactics

"May I make a suggestion?" He lifted up some rocks around his head, making his meaning clear. "Run."

With a yelp, the diamond dog grabbed his friends and ran off with the others, whom the girls had bucked off now, as Dusk tossed his rocks at them, enusring they kept running.

"Yeehaw!" cried Applejack in triumph. "Git along, lil' doggies!"

"Tails between their legs," Dusk chuckled. Then he turned to see that they were all staring at him. "What?"

"Whaddya mean, 'what'?" said Applejack admirably. "Ya took on both-a them dogs an' beat 'em down faster than a cowpony on a bull at a rodeo!"

"I just er... made it up as I went along..." he mumbled.

"Really? Then... that's incredible!" Twilight praised. "You just beat them using your wits?"

"Um... I guess..."

"Dusk, that was amazing!" She smiled at him, clearly impressed.

"Yeah, where'd you learn to fight like that?" asked Rainbow.

"Um... I just er... improvised, I guess you could say," mumbled Dusk again. "It was a matter of... quick thinking and analysis of my enemies..."

"Well, it sure as hay worked," noted Applejack. "Talk about not judgin' a book by it's cover."

"Yeah, you look way too weedy to even throw a punch." Everypony glared at her. "What? I'm just saying..."

"No, she is right, I'm not exactly physically intimidating," said Dusk truthfully.

"I meant it in a good way," rectified Rainbow. "They thought they could take you and you sent 'em off, tails between their legs. That's pretty cool."

"I suppose... perhaps..." He cleared his throat. "Now, I believe we have a lady in distress to save."

A loud clanking from behind the door reminded them of their purpose. Dusk heard a breaking of rock and looked to see Spike, holding a sharp stone like a lance from his back. He sighed as he predicted what was coming. This wouldbe a little humiliating but...he would want his chance to be the hero and Dusk wouldn't deny him that. He could a least go along with it. Might be fun...

"I'm coming for you, my lady," he cried like a knight of old. "Hi-ho, Dusk! Away!"

"Aye, Sir Spike! We ride!" Dusk whinnied, kicking his front legs in the air and charged forward, his head bowed low. The door, weak from rust corrosion, shattered on contact as he ran at it with all his strength

"Lady Rarity, I'm here to save you!" declared Spike. They were both, however, surprised as three diamond dogs, the leaders by their dress, hurried up to them, begging them to take away Rarity.

"Um... pardon me?" Dusk asked unsurely.

"So picky."

"And critical."

"She won't stop talking."

"And crying."

"We, uh, give her back. Yes."

Relief spread through Dusk, as behind them came, quite unharmed, unblemished and wheeling a cart full of gems behind her, Rarity. She wore quite a satisfied, trimuphant smile on her features, walking as if she'd just left a garden party.

"Rarity! You're safe!" Spike jumped off Dusk's back and hugged her.

"Why, yes. Hello, girls and to our fine gentlecolt friend as well," she added to Dusk. "You are just in time to assist me."

"Assist ya with what?" asked Applejack.

"With those." She gestured with her head, indicating five carts stacked with gemstones, glittering in the light from the torches.

"You're letting us leave with all these... jewels?" Spike's mouth was watering at the sight of them.

"Yes. Take them. And her with them," begged one of the dogs.

"Please!" added his friend.

Still quite amazed as to how she had managed this, each of the girls took a cart (Dusk insisted on moving one for Twilight, despite her protestations) and found their way out of the tunnels and back into the open air, as the sun was beginning to set in the west.

"I can't believe you got all these gems!" squealed Pinkie.

"Heh. I can't believe you tricked all those dogs," said Rainbow.

"Just because I'm a lady doesn't mean I cannot handle myself in a sticky situation," Rarity told them smartly. "I had them wrapped around my hoof the entire time."

"I can't wait to write to Princess Celestia to tell her what you taught me today," said Twilight, who was walking beside Dusk.

"Me? What did I teach you?"

"Just because somepony is ladylike doesn't make her weak," she explains. "In fact, by using her wits a seemingly defenseless pony can be the one who outsmarts and outshines them all. Or his wits," she added, glancing at Dusk.

"I um... wouldn't say that," said Dusk, blushing again.

"Come on Dusk, you were great back there and you know it." She herself had a slight blush now. "It was... quite brave of you."

"Really?" He considered this, then smiled. "I um... I suppose it was, wasn't it?"

"Hm... "Outshines" is right." Spike was sitting in Rarity's cart, snacking on gems. "Now you have enough gems to cover Sapphire Shores's costumes."

"Not if you eat them all, Spike," she said, levitating it just as he tried to take another bite.

As everypony laughed at the spectacle, Dusk thought that maybe they were right. Just give him a few minutes to think and he would be able to handle himself in a fight... perhaps. Maybe it was just luck... or quick wits.

He shrugged mentally, chuckling to himself. Ever since meeting the girls, he'd done many things he'd never have believed he could do. What next, performing on stage? No... that would never happen... would it?

* * *

Don't mess with the Mane Six, especially not Dusk Noir, the message is clear.

Next time, you've heard of the Young Flyers Competition but... what if there was a Magic Competition? Featuring the return of a familar face... well, familiar to anypony who heard her boasting, anyway...


	13. The Annual Canterlot Magic Contest

**Annual Canterlot Magic Contest**

"Is here just fine Rarity?" asked Dusk, as he stood on the other side of the Boutique.

"Yes Dusk, that's fine. Now, just stand absolutely still," she instructed lowering her head and making her horn glow.

Dusk stood his ground, as the black cloth piled up nearby began to whirl around him, obscuring his vision, like somepony had just turned off a light switch. After a few seconds, he shut his eyes to sheild them from a bright light. When it subsided, he opened his eyes to see Rarity smiling. He looked down to see himself dressed in a tuxedo, complete with bow tie, frilled undershirt and a top hat.

He was acting as Rarity's 'willing volunteer' for her performance at the Magic Contest in Canterlot, which would be taking place the following evening. Both she and Twilight had been practicing hard over the past few days, using their unique attributes in magic to put on a show for the grand prize that would be awarded to the winner. It was just a trophy, but in Canterlot, it was the pride that you had won using your unique magic that counted.

Rarity had been using the girls and herself as practice for her performance, which was using her magic to create clothing from just the fabrics that she bought. She had also been using him to create male clothing, having already gone through quite a few practice runs with him.

"Marvellous spellwork, as always Rarity," Dusk noted, as he removed the tux and exchanged the top hat for his usual trilby. "I think you're ready."

"Yes... yes, as ready as I'll ever be," she said, with a slight tremor in her voice.

"What's wrong?" he asked, sensing her distress.

"Well... this will be my first visit to Canterlot," she said. "I want to make this display completely spectacular, to show the high-class ponies what I'm made of."

"And it is, your clothing is remarkable. You'll be sure to impress the elite of Canterlot with your performance."

"But Dusk, what if I don't?" She was starting to look distressed. "What if-what if they don't appreciate my style, that they think of it as uncouth, unsophisticated?"

"Rarity, do you remember what I said to you, that day we first had tea?" She nodded. "I said that you would fit right in at Canterlot, that you have the sophistication and grace to make seem as if you'd lived there your whole life. And I meant it."

"You... you really did, didn't you?"

"Did and do," he corrected. "You're going to be just fine. We'll all be there for you, just like with Rainbow Dash, right there in the audience. Just have faith in yourself, I know I do."

He had good reason to tell her this. He'd witnessed performers at the competition many times. Some of their magic was flashy and eye-catching, some were more reserved but just as special. Rarity's fell into the latter category, but would still earn her recognition.

Like the Young Flyer's Competiton in Cloudsdale, the Magic Contest was as much a display of skill in magic for unicorns as flying was for a pegasus. Do well enough and one could recieve the top three prizes: the bronze ring, the silver wand and the golden staff. To recieve these was a sign of recognition that the Princess acknowledged how special your magic was, which was truly a show of pride.

This year, it would be the first time that Princess Luna would be judging the contest along with Celestia, so that made it even more special. Dusk was rather looking forward to seeing what the younger princess would judge the acts.

Rarity, meanwhile, seemed to have regained her confidence that he knew she had and drew a more determined look on her features.

"Yes... yes, you're right." She drew herself up. "I've put on enough fashion shows to know how to cope with nerves. I shouldn't let them get the better of me. I'll show them I can be just as classy as they can be, just as graceful."

"That's the spirit," said Dusk happily. "You're going to be great."

"Thank you, Dusk, it's good to know I can rely upon you for support," she noted with a smile. "I shall also be looking forward to seeing your display in the competition, I'm sure it will be spectacular."

"Heh... no, it won't..." He didn't say anything further, not wishing to go into more detail about why. Rarity, however, continued to press on.

"But why ever not? Your displays are always spectacular, and I cannot wait to see what you've prepared for this show. I can see it as being large, breathtaking... beautiful. Would I be right in guessing?"

"I uh... I haven't been practicing... anything..." he mumbled pathetically.

"What? Then you'd better get started, we're departing for Canterlot tomorrow morning," she said in a worried tone.

"I know... it's just that... that..." He couldn't quite get the words out, didn't want to admit it to her. But she continued to gaze intently at him.

"Dusk, I can understand that you're nervous about getting up on stage, but once you get going, it'll be fine."

"Um... Rarity... I'm not going to be performing..." Dusk admitted quietly.

"What?" She seemed quite surprised by this news. "But... but how can you? Your puppets are a joy to watch, sparkling and sailing through the air as they do. It's like an undiscovered form of art. You simply must perform!"

"No, Rarity." He sighed sadly. "For one thing I... I've never performed on stage before... all of those faces staring at me... I just don't think I'd be able to cope with that... I'm not that kind of pony..."

"But you performed with Rainbow at the Flyer's Competition, using your talent in front of all of those ponies," she reminded him predictably.

"That was different. I was just brightening Rainbow's performance, remaining offstage the whole time," he told her. "When it was over, I never claimed credit for my part, it was Rainbow's moment of glory, not mine."

"But why didn't you? I could tell everypony loved the effect that you created."

"That brings me to my second point," continued Dusk. "It's sort of my old attitude coming back. You girls think my magic is great, but I'm still not sure what they might think about it... I kind of... don't really want to find out... in case they hate it..."

"Dusk, don't be silly, they won't hate it," she assured. "We all love it and I'm sure that they will too."

"But I don't know that, you don't know that, not for sure. I'm sorry, but I just can't face up to that... not yet anyway..."

"But Dusk-"

"Rarity, please just... drop it..." He shifted his gaze to the floor. Though he felt confident in his decision, he still felt rather ashamed of himself for telling her this, for making her so disappointed. When he looked up, she was still gazing at him in a sympathetic sort of way.

"Very well Dusk. I understand your reasons for not wanting to take part and I shall not question it further," she promised. "If you don't want to do something you're not comfortable with, then there's no point in me trying to pressure you."

"Thanks, Rarity..." he said sincerely, with a grateful smile. He cast his gaze to the horizon. "Well, it's getting late. We've got a big day tomorrow and you need your beauty sleep."

"Indeed," she nodded giggling. "Sleep well Dusk, I shall see you in the morning."

"Night Rarity." He made moves to leave back for his home, as the stars began to twinkle in the sky.

"And Dusk?" He looked back as she called from the threshold of the door. "I do think it's a shame, that you're not taking the opportunity to share your wonderful magic with everypony."

"Rarity-"

"I know, I know, you've said your reasons," she said quickly. "But... I would have really liked to have seen what you might have come up with." She gave him a sad smile. "I hope you enjoy spectating."

Without another word, she stepped inside her home. Dusk stood there for a few minutes, thinking on what she had just said. Should he reconsider his reasons for not taking part, perhaps actually enter himself in? He had a few ideas that might put on a good show, so perhaps...

No, he decided, shaking his head. He had his reasons and he was sticking to them. Even though it may indeed be a missed opportunity, it was one that he would be happy to miss and nothing was going to change that. Absolutely nothing.

Standing firm on that note, he set off back home, ready to wake up early tomorrow, to go back home... in a manner of speaking.

* * *

The sun was just beginning to rise over the horizon, when Dusk and the girls boarded the train to depart for the royal city of Canterlot. Even though everypony was rather drowsy from being awoken so early, there was still a buzz of excitement in the air, that this would be the first time most of them would have seen the city up close and not just from Ponyville.

As Dusk sat with them in their carriage, he too found himself to be rather excited. This would be the first time he would be back home since he'd departed to Ponyville, all of those monthes ago. It was the same old city, but he was returning as something, somepony, very different. No longer was he brooding, lonely and silent. Now, he had ponies he could call his friends, something more to his life. Sure, he might still not be very interesting but, at least he had friends who thought that he was. That was definitely an improvement.

He found himself glimpsing towards Twilight at times, as she was in animated discussion with Rarity. Sometimes, she caught his glances and he looked away hurridley. He found himself wondering what she would think, now that they were both going back to the city they had grown up in, both different to what they used to be. They had both been known at the school as the friendless ponies... the looks on their faces if they could see them now...

He smiled to himself again, turning his eyes elsewhere as Twilight turned in his direction again.

While the girls were all talking about what they might do while they were in Canterlot, Dusk took to gazing quietly out of the window, watching as they climbed higher and higher into the mountains. Just a few more minutes and he would be back at the place where he had grown up... with his friends... he gave a satisfied sigh, a smile on his features reflected in the glass.

"I'm a little glad to be going back home too." He looked to see that Twilight had come over to join him, smiling brightly. "Even if it's just for a day, it'll be nice to be back for a while. May I?"

"Of course," he said, as she sat beside him and he turned his attention to her. "Yes, it will be. It feels like so long, since I... since we," he corrected, "were last there. It feels strange, going back now... but in a good way."

"I know what you mean," she agreed. "We both used to be the secluded ones, back at the school. Can you imagine how they might react, after all that's happened since then?"

"That's just what I was thinking about!" Dusk said excitedely. "Once again, our thoughts seem to be one."

"Ooh, spooky," she said in a mock-scary voice. "I remember, before I left Canterlot, Moon Dancer was having a party in one of the courtyards. I was invited along, but I said that I had studying to do, which was kind of true. I almost wish I'd gone now... see what it would have been like."

"Maybe you can ask her, if you see her," suggested Dusk. "I remember hearing something about that get-together that day. At least you got invited... everypony just stayed away from me mostly..."

"Oh yes... sorry, I forgot..."

"It's fine," he said quietly.

"I'm sorry I did though," she insisted. "You were a lot more lonely than me at the School and I should have known better than to remind you of that..."

"I told you, it's fine, I don't mind. That's just how I was. Like you said though, you and I are both different now." Willing to change the subject, he asked her: "So, are you all set for your performance in the competition?"

"Ready as I'll ever be," she said brightly, glad for the change of subject. "It's gonna be like my entrance exam all over again, only with far more ponies."

"And hopefully a little less stony-faced?"

"Good point," she giggled. "Still, not meaning to brag, but I think I'm going to be fine. I'm going to at least put on a good show, do my best." Her look turned sympathetic. "You're still set on not taking part, aren't you?"

"No, I'm not," he affirmed. "You aren't going to try and convince me to take part, are you?"

"Not at all. I understand your reasons and I don't blame you one bit for feeling how you do. I'm just glad that you're coming along to watch at least... it wouldn't have been the same without you."

"I wouldn't miss you perform for the world." The two exchanged warm smiles, Dusk's from how well his friend knew him. "Thanks Twilight..."

"No problem..." Her gaze lingered on him for a bit, then her smile grew when she looked out the window. "We're here, look!"

Dusk turned to where she looked and he felt his own smile widen when his eyes locked, once more, on his home. It could be seen, as a speck in the distance, down in Ponyville. It was nothing, however, compared to seeing it up close.

It was truly majestic, regal enough to fit the Princesses and the elite that it housed. The towers climbed high enough to touch the sky, connected by lenghtly bridges and walkways, built from the purest white marble, royal colours of purple and sparkling gold, capped with images of the sun and moon. Waterfalls, sparkling in the morning sun, cascaded down the cliffs below, falling to goodness knows where. High up in the peaks of the mountains, it seemed like it could overlook the whole of Equestria from its tallest tower.

Dusk had forgotten, or never truly appreciated, how beautiful it was. He glanced at Twilight, and she at him. They both had the same look on their faces, one that seemed to say the same thing: it was good to be home.

They stepped out of the train and onto the station, the very one Dusk had come to to begin his new life. The girls were all awing, gazing around at the sheer majesty of it all. They said farewell to Rarity and Twilight, who were off to enter themselves in the Contest, arranging to meet at the School in half an hour, leaving Dusk alone with Applejack, Rainbow Dash, Pinkie Pie and Fluttershy, all of them looking around in wonder.

"I feel so small, everything is so big," gasped Fluttershy.

"Woah, would you look at all of this?" Rainbow marvelled. "And I thought Cloudsdale was awesome... I mean, it still is but this..." She gave a low whistle that she was impressed.

"Hey Dusk," Applejack called, "how 'bout givin' us visitors a tour-a the place?"

"Really? You want me to show you around?" As they nodded, he once again had that feeling of warm accpetance they always inspired on him. "Well, in that case, let me be the first to say 'welcome to Canterlot'! Our tour begins now, if you would kindly follow me..."

"Ooh, I hope there's a gift shop at the end," remarked Pinkie, as she bounced along.

"So, where we going first?" asked Rainbow.

"I think I know just the place," winked Dusk, as he led them through the streets.

The white stone buildings seemed to glow in the morning sun, making the city look even more spectacular. The girls got a few odd looks from some of the Canterlot elite, staring down their high-held noses at them, but they didn't seem to mind, nor did Dusk. That was something he preferred about Ponyville: here, everpony was too reserved and snobbish. He was reminded of that, rather annoyed too, as he saw them with their heads held high.

They arrived at their destination, which they could see from the path they stood upon. It was an oval-shaped ring of clouds set with red clouds flapping in the breeze, with stands containing ponies watching it. Inside the course, a group of very familar Pegasi in blue uniforms were tensed and ready to fly.

"Here we are, the Wonderbolts Racing Derby!" Dusk announced, as Rainbow gasped. "And it looks like a race is about to start."

"Awesome!" Rainbow's eyes locked on her heroes, studying them. "Hmm... I'm gonna say that Fire Streak has this one."

"Really? I thought you'd bet on Fleetfoot," inquired Fluttershy.

"I would, but she's not having the best year at the minute, so she won't be on form," said Rainbow wisely. "Fire Streak's the second fastest in the team, so he's bound to win this."

"Shoot, ah'm gonna say Spitfire's gonna win this," Applejack decided.

"Spitfire?" Rainbow scoffed. "Come on! I know she's the captain, but speed isn't really her thing."

"Ah know ya know yer stuff about 'em, but maybe this'll be her lucky day."

"It's not about luck, it's about speed and skill, which Fire Streak has more of."

"Well, ah'm sticking ta it," Applejack replied stubbornly.

"Your loss," shrugged the Pegasus, as the announcer signaled the start of the race.

Dusk knew better than to argue with her about the Wonderbolts. She knew as much about them, as he did about... well, almost anything. He just watched silently, as the Pegasi soared a few laps around the track, the wind whipping through their manes. Soon, it was the red-streaked mane of the Rainbow's bet that zoomed across the finish line ahead of the others.

After Rainbow was done saying to Applejack 'I told you so', Dusk showed them around other areas of interest, giving them a little bit of history about the place, most of them they were required to stay outside, as they would need to pay to get in. He showed them the opera house, the art gallery, a few cafes that he frequented once upon a time, places that were of significance to either himself or to the city.

Though most of the places were high standing and sophisticated, in other words rather boring, the girls were happy to be guided wherever Dusk took them. It almost like, after they'd given him so much with the magic of friendship, he was finally starting to give something back, showing them the elements of the life he used to lead before he met them.

When they arrived at the Palace of the Princesses, this elicted the greatest expression of awe from any of them, seeing the high towers that housed Celestia, Luna and their royal court. They couldn't enter the castle itself, but they were allowed entry to the Canterlot Sculpture Garden, a place that Dusk had frequented quite a lot. The guard that let him in still recognised him, smiling in approval that he had found some friends at last.

He gestured to the various carvings that symbolised many important and noble qualities that ponies held in high regard: the three filles of friendship, the noble mare of victory, the stallion of bravery. It was when they arrived at the most unique one of the bunch that they stopped for a bit. It depicted a serpent-like creature, that was patchworked with many different body parts from other animals. It looked as if it was in the act of singing an opera piece.

"What the hay is this?" asked Applejack, raising an eyebrow at it.

"It looks funny!" singgered Pinkie.

"This is what's called a Draconequus, a chimera," explained Dusk. "It's a being that's made up of the body parts of different animals. Fluttershy, you're the animal expert. I think you can tell what animals they are." He could have just as easily told them, but he thought it would be good for her confidence to get her involved more.

"I... I think so." She bent forward to examine it, flying up to the face. "It's a pony's head but... oh my... the antler of a deer, the horn of a goat, wing of a bat and Pegasus, a lion's claw, a lizard's leg... none of these parts fit, this doesn't make any sense."

"That just about sums him up," Dusk agreed.

"So, what exactly is this thing?" Rainbow asked. "Did the sculptor just go nuts and throw a bunch of body bits together to see what would happen?"

"Well, girls," said Dusk, standing next to it, "you remember the Paraserpent?" Fluttershy gave a squeal of fear. "Don't worry, he's not here. Anyway, remember how I told you they had a master?"

"Sorta... wait a minute," Rainbow realised, "are you saying that this is their boss?"

"Indeed I am." He turned to gaze up at the statue's face. " Ladies, allow me to introduce you all to Discord, the spirit of disharmony and chaos, the former ruler of Equestria."

"That's the boss?" Applejack looked it up and down. "Well, he sure is an odd-lookin' fella, that's fer sure."

"He's meant to be, he's literally the personification of chaos," he went on. "When Equestria was under his control, it was complete and utter misery and disharmony. Ponies walking on ceilings, flying pigs, patchwork grass, clouds raining chocolate. It was-"

"Wait wait wait wait." Pinkie raised her hoof to stop him. "Did you say 'clouds raining chocolate?'" Dusk nodded. "As in 'chocolate chocolate'?" Another nod. "As in yummy scrummy, melt-in-your-mouth, great-with-a-glass-of-milk chocolate?"

"Yes... what's your point?"

"My point is _why did they stop him_? That sounds great!"

"Heh..." Dusk rubbed the back of his head nervously. "Believe me, it wasn't... there were also ponies that acted cruelly around one another, altered by his powers. Nopony was friends, they didn't trust each other."

"Oh." She frowned at that. "In that case, not so great then."

"One thing I don't get," Rainbow bought up, "if he's the old ruler of Equestria, the bad guy, why make a statue of him?"

"They didn't." They all looked at him, bewildered. "Well, technically they did, but not in that sense. When the Princesses used the Elements of Harmony against Discord, the magic they used was powerful enough to encase him in stone."

"Ohhhhh," Pinkie nodded. "So, this is the genuine bonified certified stonified ruler of chaos?"

"Exactly," Dusk affirmed. "This is the lord of chaos, in the flesh... well, limestone more like."

"Ain't that a little risky?" Applejack asked, gazing at it warily. "Ah mean, what if he busts outta there?"

"Oh my! That would be awful," squealed Fluttershy.

"Don't worry girls, it was very strong magic they used to imprison him, the power of friendship. The same magic you girls used to defeat Nightmare Moon." To make his point, Dusk rapped the statue with his hoof. "Believe me, he's not going anywhere any day soon."

"That's good to know but... what would happen if he did break out?"

"If he did, Rainbow..." Dusk looked back up at Discord again. "If he did... well, I'd rather not think about it. Anyway, I think Twilight and Rarity are just about done now. Let's go and meet them at the School."

"Okie-dokie-lokie," agreed Pinkie, bouncing alongside Dusk, as they left the sculpture garden behind.

As they left, Dusk considered further on Rainbow's question. Discord had been imprisoned with the power of the Elements, but that had been when Celestia and Luna had wielded them. They had now moved on to the girls. Would that mean that the magic would no longer keep him locked away in stone? Could he actually break free of his prison, to once again reign chaos around them? Again, he tried not to think about it... still...

They soon arrived at the gates of the school, as it wasn't too far away from the sculpture gardens. There, they saw their unicorn friends in an animated discussion with each other. They stopped and smiled when they saw them approaching, Dusk surprised to see Twilight lock eyes on him. He knew that look... that was her studying look... did he have something on his face? But then Rarity greeted him and he didn't have time to consider it further.

They decided to give them a small tour of the School itself, as he and Twilight were former students. Dusk noticed, while they were walking, that all the while, Twilight was still giving him that studying look, like she was analyzing every little bit of his actions. Why was she doing that? Had he done something wrong or said something wrong? The answer soon came when the group split up for a bit, leaving Dusk alone with Rarity, who managed to find a suitable excuse to do so.

"Twilight, why don't you take the girls off elsewhere, whilst Dusk shows me around seperately?" she suggested.

"No!" She seemed to realise how loudly she had said that and recovered herself. "I mean... we don't have to split off, we can just stay together."

"Perhaps, but was our gentlecolt friend here who told me that I would definietly fit in at Canterlot and I would rather like him to give me something of a personal tour. If it's alright with you, of course," she said to him.

"Um... sure, I guess... I don't see why not," he said unsurely, wondering what she was up to.

"There, you see?" She began to nudge him off in another direction. "We'll meet you back in the courtyard of the school in a few minutes. Ta-ta for now."

"Okay then..." Twilight seemed to glare at Rarity for a bit, before smiling at Dusk. "We'll meet you in a few minutes then."

"Yeah um... see you later." Rarity ushered him along quickly, until they were out of sight of the others. "So, what did you want to see with me Rare?" he asked her.

"Never mind that, that was just a ruse," she said in a hushed voice, checking around. "I've just been talking with Twilight about a... personal matter. Concerning you."

"Personal matter?" He thought for a moment and realised what she meant. "Rarity, tell me you didn't-"

"Don't worry, your secret is safe still," she said quickly. "I kept that little detail out. I was merely testing her, seeing how she responded to the subject of you romantically."

"Right..." Breathing a sigh of relief, he too found himself checking that they were alone, as they approached a balcony overlooking part of the city. "And...?"

"It's difficult to say. It seems you were right about her views of romance. She denies anything but affection for you as a friend, but it is clear that she's not entirely comfortable on the discussion of the subject at all."

"Oh... right... so she doesn't... you know..." A stone seemed to drop in the pit of his stomach. She didn't feel the same way that he did and she most likely never would. Rarity sensed his distress and quickly elaborated.

"Now, now darling, I didn't say that," she corrected. "Despite her saying otherwise, there are some signs that she does harbour something stronger..."

"How do you mean?" he asked her, almost dreading the answer.

"Well, she gains significant colour to her cheeks, she stammers a little, loses her composure and she did agree with me when I mentioned some of your positive qualities," she elaborated smoothly.

"Wow..." He found himself blushing again at the thought of that. "She... kept staring at me before."

"I should think that she's trying to determine what your feelings are for her," she explained. "I think she's trying to calm her mind, because it's possible her own romantic feelings for you are conflicting with her own views on romance."

"Oh... that makes sense." He looked at her admirably. "You really have a detailed eye, don't you?"

"Thank you. In addition, I think you saw how she reacted with you and I going off alone. She was jealous, perhaps a little scared that I might have romantic intentions for you. Not that I do mind, no offense."

"None taken," he chuckled. "So... should I do anything?"

"Not really. Keep doing what your doing, of course, but Twilight will have to untangle her feelings by herself. That's just the way it is."

"Really? So... there is hope?"

"Of course there is," she said softly. "Soon enough Dusk, she'll come around, I am sure of it. Just give her time."

"Okay... you've not steered me wrong yet Rarity, I trust you," he told her. "Right, let's get to the courtyard and wait for the others. And... thanks."

"It was no trouble at all. Lead the way." He did so and the two of them set off, proceeding to discuss how Rarity was enjoying Canterlot.

Whilst they waited in the courtyard for the others, Dusk wasn't sure whether to feel hopeful or ashamed. In essence, it was his fault that Twilight was confused about her emotions like this, if indirectly. But also, there was a chance she might feel something for him... that seemed to light a fire of hope in his chest and raise his spirits a little. At least nothing would spoil his good mood.

Or so he thought.

"Well, well, if it isn't rats-nest moss-mane," said a high, reedy voice from behind them. "And you, that thing on your head. Is that a hat or did a bird's nest fall on you?"

"What? How dare you-" Rarity stopped as she saw their speaker. "Oh, I should have known that you would be here."

Dusk also turned to look at this newcomer. She was a unicorn, or at least he supposed she was, he couldn't see her horn under the pointed hat that she wore. Her fur was a dark blue colour, her mane a bluish white. The cloak and hat she wore were a deep purple, decorated with magical stars. Her eyes sparked with a contemptuous glow, her very stature radiating arrogance and self-importance.

He didn't like to judge, but she'd insulted him and Rarity without provocation. Dislike was brewing for her. Her description struck a chord in his memoryhowever, something that Twilight had once talked about... a unicorn that matched her description... what was her name again?

"Of course I would be here," she replied in that reedy voice of hers. "I would never miss the chance to show how powerful I really am."

"You're still on that?" She turned to Dusk. "Come along Dusk, we don't have to listen to this."

"Wait a sec..." He looked back at the unicorn, who still regarded him with contempt. "By any chance, are you the pony who calls herself the Great and Powerful Trixie?"

"Trixie sees her reputation preceeds her, even amongst the little noponies," she cackled unplesantly. "But, then again, Trixie would not have expected any less."

"What are you doing here?" Dusk asked, trying to keep his voice level.

"Well, Trixie was hoping to have a little word with her nemesis, one Twilight Sparkle," she elaborated. "Trixie saw her silly little friend here and assumed she would be nearby... but it seems she was mistaken. And who are you? Trixie doesn't recall seeing you in Ponyville with this one."

"My name is Dusk Noir and I was-"

"Oh, what does it matter what your name is. Trixie will vanquish you soon enough, with her show-stopping magnificence. Even an under-sized colt like you does not stand a chance against her might."

"Now wait a minute," said Rarity, stepping in front of Dusk, as he flushed from her insult, "Twilight has already proven just how much of a big-headed boaster you really are and yet you still insisit that you're the best?"

"Oh but I am," she said, unpeturbed. "Sparkle may have bested me with the Ursa Minor, but Trixie has entered in this contest for years and every year she has won first prize. What chance do you think you have?"

"Every chance," Dusk said firmly. "Twilight beat you that day and she'll beat you again."

"Hmph." She flicked her mane casually. "Sparkle is an amateur when it comes to the stage. Trixie has had years of experience and practice, amazing ponies from here to Las Pegasus. You see how futile your hopes are, to defeat me in the contest?"

"I wasn't talking about me. I'm not even entered, but Twilight-"

"'Not even entered?'" She laughed scornfully at him. "I suppose you heard that Trixie was competing and realised how pointless even trying was. A little cowardly nopony, just as Trixie thought."

"Trixie, I think you've said enough." Rarity stood between them. "Save your empty boasting for the performance tonight. Twilight isn't here and we certainly wouldn't tell you if she was. Now, if you're just going to insult us, I suggest you leave."

"Hiding behind others, I see," she remarked to Dusk. "Well, Trixie has better things to do anyway. I hope you enjoy my performance when I defeat your precious Twilight, little Dusk."

With one last flick of her cape, she strode away, around a corner and out of sight, leaving Dusk and Rarity glaring after her. Dusk's blood was boiling. He had hoped that, if he ever did meet Trixie, she wouldn't be as bad as Twilight had said, but now he had... she was truly unpleasant and rude. All those things she said about him, about his friends... about Twilight. Ooh, if he could get her back... but how?

Nothing physical or violent, nothing hot words could acheive. Only actions would win this, she had to be shown how wrong she was a performer, she loved the spotlight. That was how he could beat her, he was sure of it. Here, today, there was only one possible way he could do that. He did have a few ideas as to what to do...

Dusk's mind soon formulated an idea, a plan to prove her wrong. He would normally have never even considered this, but, in a way, Trixie had convinced him to see things differently. He was going to keep her from winning... he knew exactly what to do.

"I apologise Dusk," said Rarity, once she'd gone. "I assumed that her experience in Ponyville might have taught her a lesson, but she's just as boastful as ever. Are you alright?"

"Yes, I am," Dusk said in a confident tone, turning to go. "Would you excuse me Rarity? I have to do something."

"Oh... not at all," she said, surprised. "What is it, may I ask?"

"I'm going to enter myself in the Contest," Dusk answered. "Nopony talks to or about my friends like that, especially not Twilight, and I'm going to ensure Trixie doesn't even get third place."

* * *

It was the evening of the show. The stars were shining in the sky, the moon glowing like a magical orb. The stage was set, the performers were ready and raring to go and Twilight Sparkle was worried. Not so much for herself, but for Dusk, who was pacing nervously back and forth on the other side of the room.

She had been just as surprised as everypony else when they'd learned from Rarity that he would be in the contest, due an encounter with Trixie. They'd seen him breifly afterwards, to wish him luck and tell him he would be great, especially Rarity. After that, he had requested that he be left alone, so that he could practice and keep his display a surprise until the show.

Twilight, however, during all of the support for him, had been in a worried silence, only really giving a smile, but even that was rather forced. He'd made quite clear his views on performing, of getting up on stage and being stared at by all of those ponies. It even made her a little nervous. This sudden change of heart made her concerned for him. She just had images of him, appearing on stage and completely breaking down in front of the audience... in front of the Princesses.

She had managed to track him down before hand, practicing in his old room at the school. She had then desperately tried to talk him out of it, reminding him of what he himself said. He, however, insisted that he had to do it and had asked her to leave, so he could continue with his practising. She had done so, but reluctantly. Now, it was her last chance to do so.

She walked up to him, but he seemed so engrossed in his own thoughts that he didn't notice her approach.

"Dusk, are you nervous?" He didn't answer. "Dusk?"

"Wha-? Oh!" He snapped out of his reverie and turned to face her. "Sorry Twi... guess I am, yes."

"I am too," she admitted. "No matter how many times I go over my routine, I'm still getting the jitters... I've never performed like this before."

"Really? You never even entered while you were being taught here?"

"I knew about yes," she said, "but I didn't think I was ready to do something like that. I still don't think I am."

"You are," he said simply, yet that was enough to calm her a little. "You're going to be great."

"Thank you... I'm sure you will be too..." She tried to say what she had meant to, but she found herself lost for words now. Dusk, however, seemed to sense there was something more and supplied for her.

"But..."

"You read me like a book," she said with a smile.

"I am as avid a reader as you are," he reminded her. "You still don't feel good about me taking part, do you?"

"Well... it's just... Dusk, you don't have to do this," she repeated once more. "Even if Trixie insulted you, you don't have to do this to prove yourself in some way to anypony."

"Yes, I do Twilight. It's not just because of that, you know I'm not really one for pride," he replied. "Ponies like Trixie, they need to be shown the error of their ways through actions, not words. I want to prove that."

"But there's me and Rarity competing, with our own unique magic."

"And now you have me too," he noted. "I know I'm not really needed but... I want to do my bit. It's... it's sort of personal. I feel like I need to do this, even though I don't have to."

"That doesn't make any sense!" she almost screamed. "Dusk, I just don't want you putting yourself into some kind of risk. Please, just think about this."

He didn't answer her, not at first. He stared at her, a kind of disappointed look on his face. "It's strange..."

"What is?" She was rather piqued by the almost cold tone his voice took.

"I thought you, of all ponies, would have faith in me, that you would do your best to support me in this. Like we've always done with each other up to now. I guess.. I was wrong."

"Dusk..." This caught her off-guard. She hadn't thought about that. "I'm not saying that I don't. I'm just worried about you, I mean... this is big Dusk. This isn't like you. I'm just... concerned."

"I understand why, Twilight. You're right. This isn't something I'd normally do. But... ever since I met you girls, I've done a lot of things I wouldn't normally do, things that have changed me for the better. So... why is that a bad thing?"

Twilight had no answer. While she stood by her argument, determined to look out for her friend, Dusk was right about that. She and him were best friends, sharing so many of the same interests. Was she looking at this wrong? Should she be a little more supportive, despite the circumstances?

"Dusk, I didn't mean to-"

"I thought I might see you here, Sparkle," cut in a reedy voice. Trixie had arrived on the scene. "Ready to be humiliated in front of hundreds by the show stopping skill of the Great and Powerful Trixie?"

"I'm ready to do my best, Trixie," she said firmly. "Are you?"

"Trixie is the best, you don't stand a chance," she boasted. She turned to Dusk. "And you... you decided to enter then? Thank you, you'll make Trixie look even better."

"Believe me, that's not my intention," Dusk responded quietly.

"Oh really?" She laughed dismissively. "So, Trixie sees your cutie mark is a scroll. What's your performance going to be? Reorganising a shelf or reading poetry?"

"Just you wait and see," Dusk said, in what he might have thought was a confident voice, but Twilight could hear his voice shaking underneath.

"Oh Trixie will. We could all do with a good laugh when you fail spectacularly," she cackled. Twilight had heard enough.

"Now wait a minute," she began angrily. "His magic is the most wonderful, beautiful thing I've ever seen. You wouldn't believe it if I told you, but it's enough to put your fireworks, bangs and flashes to shame. He's going to be amazing, just you watch."

Trixie seemed caught off guard by this sudden outburst. She recovered herself however. "Trixie supposes we'll soon see. Trixie shall see you at the awards ceremony, Sparkle, when Trixie will be taking first prize." She stalked off onto the stage, as she was called on to begin her performance.

Twilight glared after Trixie for a few minutes. She really had hoped she would have learned her lesson, but it seemed that her experience in Ponyville had just made her even more unpleasant. Perhaps it was a good thing Dusk would be competing, he would make her eat her words. They all would.

She looked back at him, to see him smiling gratefully.

"Thanks Twi, I needed that... I'm not brilliant with confrontations."

"Anything for my friends," she replied. "I'm still worried about you competing, but you are right. Trixie needs to be taught another lesson and we're going to make sure of that."

"Duly noted." He offered a hoof to bump and she did so, lingering for a little. "We go out, we do our best, we beat Trixie."

"Agreed." She felt happier now that bit of disagreement had been avoided. Then, she realised her hoof was still in contact with his and receeded it, blushing slightly.

They waited together in silence, watching as other contestants were called out to perform. Afterwards, they were to go and sit in with the audience, so there were less and less ponies backstage by the minute. Rarity would be on before them, followed by Twilight and finally Dusk. She didn't like the idea of leaving him on his own like that, but she had no choice.

Soon, Rarity was called on to perform. She quickly passed by them before she had to leave.

"Well, time to show these Canterlot ponies true style and grace," she said smartly. "I'll see you both later, break a leg."

"You too," they both said at the same time, eliciting a blush from them both and a smirk from Rarity. She turned to Dusk.

"Just keep calm and remember what you've practiced. I'm sure it will be wonderful," she encouraged, stepping gracefully out onto the stage.

Twilight could still remember the conversation they'd had after they'd entered, as they'd been walking through the streets of Canterlot. They'd been discussing Dusk, but not in the way she might have liked. She'd asked her if she considered him to be atteactive. At first, Twilight thought Applejack must have said something to her, but then caught herself. Of course she wouldn't have.

Rarity had been saying about how she considered him to be good-looking, intelligent, polite, good-natured, all-in-all a good stallion. Twilight agreed with her, though she didn't say it out loud and had tried to avoid questions directed at her about him. For some reason, she felt annoyed whenever Rarity mentioned anything she found attractive about him. Was she interested in Dusk like that? More to the point, why did that matter to her? She didn't have romantic feelings for Dusk... did she?

She had been trying to find other explanations for her constant thoughts about him, but she always came back to the same conclusion. Though she didn't want to, slowly but surely, she was being forced to accept that... maybe she did. But if she did... what was she meant to do? Did he feel the same? Should she tell him, ask what he thought? This was so confusing!

"Twi? Twi, you're up." Dusk's voice brought her back to reality. Butterflies fluttering in her stomach, she made her way there, looking back once more at Dusk, who smiled. "Break a leg."

"Thanks... see you later." Taking a deep breath, she stepped on stage to appreciative applause from the audience.

Her eyes travelled to see who was watching her, so many unfamiliar faces... then she saw her friends, waving and smiling at her and immediately felt better. The judges were seated before the stage, two of which really were part of the board that judged her for her entrance exam, though they seemed a little more bright now. Also seated was her teacher, Celestia and the younger Luna, who was looking a little bigger than when she last saw her. Both of them were smiling, as Twilight began.

Using volunteers from the audience, she performed from her list of twenty-five different magic tricks she could do, demonstrating hair growth, minor and moderate levitation, alteration of an object, sheild magic, among others, and finishing off with teleportation to the back of the audience and back to the stage. She found herself flushed with pride, as everypony cheered her performance.

Still smiling, she exited the stage and went to sit with her friends, all of whom were supportive and amazed from her display of skills. Twilight thanked them, still feeling red in the face and sat to watch the final performance: Dusk Noir's

"Great performin' there," said Applejack. "Ya kept yer head, showed 'em yer stuff an' left feelin' proud. Ya put in some good work there."

"Yeah, sure as hay beat Trixie's performance," added Rainbow. "I think you got her on the ropes now."

"Marvellous spellwork darling," Rarity remarked. "You truly outdid yourself and I think to managed to turn a few heads."

"Thanks, you were great too," she said to her friend. "The way you dressed that couple up in regal ball clothes truly showed your skill with cloth and fabric. I think you really helped brighten up their evening."

"Yes, they did seem quite flustered when they left, didn't they?" she noted. "I certainly hope that I did."

"Now… there's just Dusk…" She glanced at the empty seat they were saving for him. "Do you think he'll do okay?"

"Twilight, you and I have both seen his work and how unique it is, we all have. I'm sure he's prepared a spectacular puppet show for all to see, though it is somewhat more sophisticated than an entertainer with marionettes."

"You're always supportive of him, aren't you?" she asked.

"We all are, within reason," she reminded her. "He's had no friends for his whole life, so I would say that he's earned it, wouldn't you?"

"Yes… yes, of course…" Her eyes flickered again back to the seat and Rarity's expression softened.

"He'll be fine. You'll see," she assured her.

"I hope so… I just can't help but worry about him," she mumbled.

"I understand," said Rarity, in a way that let on more than what she said. She only gave a knowing smile at her blush and turned her attention to the stage.

"Alright, let's see what he's made of," whispered Rainbow, as he stepped nervously out onto the stage.

"Oh my, I hope he's not too frightened. I'd be terrified if I were in his position," murmered Fluttershy, who probably understood Dusk's feelings almost as much as Twilight. The two of them were fairly similar.

"Well, hooves crossed everypony, let's see what he does," Applejack said, ending the discussions, Dusk taking centre stage.

He stood there on the stage, removing his trilby so his horn was visible. He then nodded to somepony off-stage and closed his eyes, his horn beginning to glow. A formless red shape appeared in the air that began to mould itself, just as a dramatic orchestral piece started to play.

Everypony gasped as they saw what had taken shape, Twilight only recognising what it was from the books Dusk had shown her. It was the being known as Discord that took form before them, in a blood-red colour, sparkling in the night. Twilight knew it was his puppet show, but she knew the story that he was telling with it. She began to view it in the context of the show.

His mouth opened and he threw his head back in silent laughter. As he did so, he conjured up marionette holders and laughed further, as he played with little ponies that were attached to the strings, an Earth pony, a Pegasus and a Unicorn. They were jumping and dancing, helpless to stop him toying with them like his playthings: Equestria as it was under his rule.

Discord did this for a good few seconds, until two others crashed down from above. Bright white and darkest blue, she knew them as Princesses Celestia and Luna, there to challenge Discord's reign of chaos. Discord saw them, stopped his amusement, pointed at them and laughed further. The two alicorns stood their ground, ready to fight. Finally, Discord seemed to realise that they weren't kidding around and, rather casually, met them in battle, flying up above the audience, everypony craning their heads above to see.

As the music rose in crescendo, a choir singing in accompaniment, Celestia charged forward to attack, the power of the sun shining with her. The beam struck Discord dead-on in a bright flash, eliciting another gasp from the audience. The draconequus, however, caught the beam in his hands, turning it into a pile of custard pies. He promptly then pelted Celestia with them, seemingly exploding on contact, injuring her and knocking her down, Discord laughing all the while.

Luna was next up the plate, flapping her wings and charging with her horn before her. Flashes of lightning emerged from all sides, striking Discord. The lord of chaos countered this attack by holding an umbrella, the wrong way around, above his head and absorbing the bolts of electricity into it. Flicking it casually, the bolts were sent back at Luna, as she tried desperately to dodge them. Despite her efforts, she was struck three times and fell with her sister.

This part continued on, with each Princess trying and failing to fight Discord, with blinding flashes and streaks of colourful magic. Only once did they combine their powers, having Discord on the run for a bit, before he beat them again. Growing bored from them, Discord struck them down one more time, saw they didn't get back up and left them, forlorn and defeated. It seemed as if their fair rulers would have to give in, for Discord was too powerful tor them.

Then, six orbs of light appeared in the air before them, all of different colours. The Elements of Harmony. They gazed in wonder, as each shone in turn: Honesty, Kindness, Laughter, Generosity, Loyalty and Magic. They hovered around them, three to each Princess, before melding into them, making them shine even brighter than before, the Elements imbuing them with their power. The Princesses gazed at each other, nodded and flew off once more, halting before Discord once more.

He laughed to see them again. The music was beginning to build to a climax. They mimed actions, giving him a chance to stand down and surrender, but he refused, chortling scornfully. They nodded to each other again, glowing even more brightly. As they did, the encircled Discord, flying faster and faster. He seemed to grow wary, tried to leave, but he was trapped by a light, growing brighter with every second. Finally, he was consumed by it, forcing the audience to shield their eyes from the blindness, as the chanting reached its pinnacle.

When it cleared, the Princesses descended back to the stage, Discord now having changed colour to grey, frozen in place. He had been turned to stone. The statue vanished and the Princesses relinquished the Elements, sitting on golden thrones that had appeared behind them. They then vanished too; Dusk opened his eyes and the music now stopped. Harmony had triumphed over chaos. The show was over.

For a long moment, there was a silence. Twilight, who had been so absorbed in the puppets, was bought back to reality. She began to fret for Dusk, who looked unsurely around on stage. At first, she thought nothing would happen. She knew what to do. Beaming at him, she stomped her hooves in applause.

Her friends soon followed, as did the entire crowd after a few minutes, cheering the loudest they had for any other act. They clearly hadn't been expecting that. Dusk was red in the face, placing his hat back on and bowing humbly, before walking off-stage. It didn't take him long to reach their seats, with Twilight and the girls all greeting him, as everypony else was still in discussion of the performance they'd just witnessed.

"Bravo Dusk, bravo!" praised Rarity, who was closest. "That was utterly spell-binding, if you'll pardon the pun."

"Golly, ah knew y'all were good with yer puppets, but ya sure have outdone yerself tonight sugarcube," added Applejack.

"It was nice but… did it have to be so loud… the music made it scary," said Fluttershy timidly. "I mean, I still liked it but um… it was nice…"

"Oh come on Fluttershy, 'nice' is an understatement," berated Rainbow. "That was simply, truly, radical!"

"Radical is an understatement!" squealed Pinkie. "That was… that was… I dunno what it was, but I'm gonna find out, look up in a dictionary and find out, even if I have to make up a whole new word just to say how… whatever it was it was!"

All the while, Dusk remained modestly silent, simply smiling from all of the praise. His eyes sought Twilight, giving her a smile that made her heart glow. She returned it as best she could, silent praise and understanding passing between them.

Unable to resist, Twilight looked over to where Trixie sat, who had done pretty much the same stuff she'd done in Ponyville for her performance. She had looked dismissive of her own display last time she saw her, but it was quite clear she too was amazed by how well Dusk had done, though she was trying hard not to show it. She caught Twilight looking at her, put on her self-confident smug smile again and looked away. Now, they just had to wait…

After a while, everypony was quiet again. The judges were now up on stage to announce the winners, a startled looking Luna taking centre-stage at the encouragement of her sister. She composed herself, drew herself to her fullest height and spoke in a loud, booming voice.

"Fillies and gentlecolts, citizens of Canterlot! We have been in deep discussion, over who should take the prizes of this contest and we have come to our decisions! The envelope please!"

The startled, almost frightened judge levitated the envelope to her, which she opened with her magic. She read it, allowing for dramatic suspense.

"In third place, receiving the bronze ring… Treble Cleft!"

A green unicorn stallion, who had used his magic to play an orchestral piece with multiple instruments, by himself, stood up proudly to receive the ring, placing it proudly on his horn and standing on the stage.

"In second place, for the silver wand… Dusk Noir!"

Everypony applauded once more, as Dusk was utterly dumbstruck, his mouth hanging open. Though he had done his best, he clearly hadn't expected to win anything. A grin slowly growing on his features, he beamed at them all, tears shining in his eyes, as he hurried up to the stage, accepting the wand and standing next to Treble, returning to his usual modest expression and smile. All the while, his eyes never left Twilight and hers never left his.

"And finally, in first place, receiving the grand prize of the golden staff…" Everypony leaned forward, Trixie actually preparing to stand up and walk to the stage. "… Twilight Sparkle!"

The applause was even louder, as Twilight too was completely shocked. She knew she was good at magic, but she never would have expected this. Her friends were the loudest, clearly heard over the din. Somepony gave her a sharp nudge and, rather giddily, stepping up to the stage. She was unable to keep the smile off her face, as accepted the staff from the Princess, stood next to Dusk and beamed out across to her friends.

Then she saw Trixie, frozen in disbelief, at a loss for words. She glanced at Dusk, who grinned with her. How could she have ever been worried?

* * *

The train rattled across the tracks on its way back to Ponyville, back down from the heights of the mountains. The girls were all sleeping soundly in their seats, just until they got back. The only member of their group not snoozing soundly in his seat was at the back of the train, watching the lights of Canterlot fade and levitating his prize before him.

Dusk had never felt so proud of himself. He never even suspected that his talent would get him anything in life, let alone a prize at a contest. Yet here he was, holding the silver wand, which he had won. Him alone. It wasn't the golden staff, but he didn't mind. He was happy with what he had achieved.

There was one thing though. All the while he'd been on stage; Luna had been looking at him with a curious expression on her face. She never spoke to him afterward, apart from to offer brief congratulations, but had simply gazed at him, like he was some strange creature she'd never seen before… or something familiar. For now, Dusk paid it no mind. He was still revelling in his triumph and didn't want anything to spoil it

Trixie had, of course, cornered him afterward and demanded to know how he did that. Gladly, he told her of the circumstances of his magic, how he had never learned it but it had always been with him. Then, he offered her a hoof to shake in friendship, as she had done her best too and he didn't want there to be ill feelings for each other. She had batted it away, vowing that, one day, she would get her own back somehow, on both of them, for stealing her 'rightful place.' Would she ever learn?

Pinkie had, of course, suggested a party to celebrate. They all agreed that it was too late and just decided to go home. That certainly sounded good to Dusk, though he would miss Canterlot. Now, when he returned, it would be for the Grand Galloping Gala. Only a few more months…

"I thought I might find you here." He turned to see that Twilight had joined him, a proud smile on her face and still with the staff. "Deep thinking again?"

"You know me," he replied. "Well done again for winning first, you should be proud of yourself."

"Oh I am, but that's not all I'm happy about." She walked beside him, leaning on the rails. "You won something of your own too and I'm very proud of you."

"It was just a contest," Dusk mumbled, "it's not that big of a deal…"

"Yes it is and I'm not just referring to the contest. You took something else away today."

"And what's that?"

"You learned a lesson that I did a while ago, that there are times when it's good to show off your talent, especially when you use it to stand up for your friends," she said happily.

"Huh... I guess so..."

"But I think you also taught me another lesson about friendship."

"Really? What?"

"That, sometimes, when something important needs to be done for a friend, you need to step out of your comfort zone, to do something that you might not normally do. When that happens, you shouldn't try to discourage them, like I did..."

"You didn't really..." he put in, but she shook her head.

"I think I did. I should have supported you more, had a little more faith in you. I'm sorry."

"It's okay," he dismissied, the incident already forgotten and forgiven, "you were just trying to look out for me, like any good friend would."

"You did a good thing today, and I don't regret you doing it." She cocked her head to one side. "You changed today, I think."

"How do you mean?"

"By doing something you wouldn't normally, you changed yourself for the better. you've become an even better pony and friend. You've really grown today Dusk and... I'm proud of you." She held out her legs and he accepted her hug. "Thank you, for standing up to Trixie with me."

"It was my pleasure. Anything for my friends, especially you."

"Yes, you do that a lot..." She gazed into his eyes for a few minutes, then remembered herself and broke away, her cheeks flushed. "Anyway, I'll write that report when we're back home. For now... I think you and I have earned a rest. Mind if I stay with you?"

"Not at all. I'm... glad of the company."

Together, they watched as Canterlot drifted away, both of them proud of the lesson they'd learned and the work that they had done.

* * *

I am proud of the work I have done. Sorry if it took a while. Just so everypony knows, I'll be off on holiday for two weeks, so I'm not going to be able to work on anything up until I come back.

The song Dusk used for his performance was One Winged Angel, Sephiroth's theme from FF VII, the orchestral version from FF Dissidia.

See you next time in Green Isn't Your Colour!


	14. Green Isn't Your Colour

**Green Isn't Your Colour**

Usually, Dusk would be in the library with Twilight and Spike, helping her with her studies, handing things to her or just reading a book. Today, however, he was at the Carousel Boutique with the two of them, along with Pinkie, Rarity and Fluttershy, assisting the debutante with a very important event. The famous photographer Photo Finish was coming, Rarity was displaying her work for her and Fluttershy was her model.

Dusk had never seen her so tense and worried before. Her temper was short, as was her eye for even the most minute detail that could spoil everything. He felt a little sorry for poor Fluttershy, who was under quite a bit of pressure in an environment she was uncomfortable with. Every now and again, her gaze would flick to him and he would give her a reassuring smile, so she was a little more relaxed.

Ever since he'd performed at Canterlot, Dusk had become something of a symbol of confidence for her. He himself was a little more outspoken as a result of it. he was still a little shy and equally modest, qualities he shared with the cream-coloured Pegasus, but he had gained some confidence since then. As such, he was there as a source of comfort for her, for obvious reasons. She'd actually come over to his house and asked him to be there, so that she might feel less nervous about it. He was only too happy to oblige.

"Hm... She's going to want to see attitude and pizzazz," Rarity was telling Fluttershy.

"A-a-attitude and, um... pizzazz," she repeated nervously.

"More light! It has to catch the sequins just so or the whole outfit is just a disaster." Twilight quickly obliged, using her magic to expand the light above Fluttershy. "Oh, and the headdress need more feathers. Pinkie Pie! More feathers!" Pinkie bounced over with a basket of feathers, that Rarity placed into the headress. Her eyes examined the tiny jewels worked into it. "Dusk, gem simulation!"

Dusk swiftly obeyed, using his colour magic to create the effect of tiny sparkling gems. This was so Rarity could get an idea of what they would look like, before she tried working them into the dress. She instructed him where to place them, adjusting every tiny little detail. Finally, she fixed in a few more on the hem and shooed him away from the pedastal, Dusk remaning silent so not to aggrivate her.

"And sequins! More sequins!" Spike pranced over with a bowl of them, which she sprinkled on Fluttershy. "And more ribbon!" He placed it on. "Oh no! Less ribbon." He removed it. "No! More ribbon." And back again. "Oh, this hem is completely off. PINCUSHION!"

Spike sped away, returning with pins stuck in his back. Dusk grimaced a little, despite his knowledge that dragon scales were thick enough to protect them from molten lava. Rarity placed them on the hem and shooed him away too, her expression softening a little

"Thank you all for helping me. I'm sorry to be so short with you, but I'm... I'm just so nervous."

"Understandable Rarity," Dusk voiced. "Don't worry, I'm sure Photo Finish will love this dress, along with all of your work."

"Thank you Dusk, that's nice of you to say so," she smiled at him. Dusk caught Twilight breifly glaring at Rarity, until Spike returned, still with the pins in his back.

"Oh, doesn't that hurt?" she asked him.

"Thick scales," he said promptly. "Can't feel a thing. And even if I could, there is no pain that would keep me from assisting the most beautiful creature in the world."

Twilight groaned in exasperation and rolled her eyes, Dusk merely smiling. Her reaction made him worry a little. Would that be how she viewed anypony who fawned over somepony else like that? or was it just because of the biological impossibility of a reptile possibly mating with a mammal? Dusk pushed those thoughts aside, before they got any weirder.

"Hey Dusk, do you think we can trust these two?" Spike asked him, gesturing his head to Rarity. Dusk knew what he was referring to.

"I think so, my brother in library-assistantship," nodded Dusk.

"Okay then, bro." He turned to Twilight and Pinkie. "I'm gonna tell you two a secret, I've already trusted Dusk with it. But you have to promise not to tell anyone."

"I promise," vowed Twilight.

"Cross my heart and hope to fly, stick a cupcake in my eye," promised Pinkie.

Spike beckoned them to come closer. Then closer again. Then again, until they were right next to his head. Although Dusk couldn't hear him from where he was, he found himself mouthing the words regardless, smiling again.

"I have a crush on Rarity!" Twilight reacted with a frown that said 'well duh.' Pinkie, however, gasped and shoved her hooves in her mouth.

"We won't say a word!"

"Give me a break. Everypony already knows how you-"

"Twilight!" Pinkie scorned, cutting her off. "You promised Spike you wouldn't say anything. He trusts you. And losing a friend's trust is the fastest way to lose a friend forever!"

"But-"

"FOREVER!"

"My lips are sealed. Though I'm pretty sure Rarity is gonna pick up on your feelings," she noted, as Spike wore a t-shirt with Rarity in a love heart at the centre. Wait, what? He hadn't been wearing that before. How did he-?

There was no time to consider this mystery further, as the bell rang to announce an entry of their esteemed guest, with two mare assistants. She wore a black dress, with white and pink finishes on the hem. Her white mane was set in a neatly organised bob, reaching up to ear length. Her eyes were covered by large-framed pink glasses, hiding them from view. She carried herself with self-assured confidence, as most elite would, but Dusk had to stuff his hooves in his mouth to stop himself sniggering from her get-up. Twilight noticed, stifling a giggle herself.

"I, Photo Finish... have awwived," she announced, with a thick accent, though Dusk couldn't determine its origin.

"Let me just say, what an honor-" Rarity stopped as Finish walked straight past her, rudely ignoring her and focusing her attention on Fluttershy. She popped a collpasable camera from her suitcase and pointed it at her.

"We begin... NOW!" she declared.

The photo shoot was over quickly. Rarity tried to mime to Fluttershy poses to do, but Finish didn't like them, apparantely only interested when she looked her most timid and reserved, which was whenever she rejected a move. At least she was trying her best. After only about four or five photos, she collpased her camera again and moved to confer with the other two.

Dusk and Twilight exchanged a look. This didn't bode well. Either she only needed a few photos or she didn't like Rarity's work. The mare in question removed Fluttershy's feathered headress, looking forlorn.

"I'm so sorry. I tried my best," said Fluttershy sadly.

"Well, the headdress is too big for you and cape had too much sparkle," replied Rarity, equally disappointed. "I can't believe I ever thought _I_ could impress _her."_

However, the photographer returned with surprising news. "It seems that I, Photo Finish, haff found a next fashion star here in Ponyville."

"Really?" Rarity asked, hardly daring to believe it.

"Yes. Really. And I, Photo Finish, am going to help her to shine all over Eqvestria. Tomorrow a photo shoot in ze park." She stood frozen in place for a few seconds then: "I go!" With that announcement, she dashed off with her stylists.

"Did you hear that?" whispered Rarity, looking after her. "I am going to "shine all over Equestria"."

"Clearly, she has good taste," remarked Dusk. "I told you she'd love your line of fashion."

"Yes... yes you did." She squealed with excitement. "Oh, this is absolutely marvellous!"

"Oh, Rarity. I was so worried I'd ruined everything," said Fluttershy, relieved.

"Oh, never. I knew you'd be perfect." Unable to contain her excitement, Rarity squealed and bounced up and down on Spike's tail, though the dragon in question was so love-struck, he didn't seem to care. Twilight nodded to Dusk, who promptly dragged him away.

A few minutes later, Twilight and Dusk were on their way back to the library. Spike had volunteered to stay behind to help Rarity clear up, hearts floating in his eyes all the while. Twilight had let him, with another roll of her eyes, leaving him to it.

"Don't you think it's a little, that Spike considers his crush a secret when it's so obvious how he feels?" she asked him.

"Not to him it isn't. I respect that and so should you."

"I do," she insisted quickly, "but you have to admit, it is rather obvious."

"I suppose you're right," Dusk nodded, "as usual."

"I'm not always right."

"Most times you are. As they say, Twilight's always right in love and war."

"Who says that?"

"I do."

"Dusk..." She giggled at his kidding, playing along. "Okay, how am I right where love is concerned."

"Well," said Dusk, "you spend monthes, doting and fawning with somepony, knowing how they feel about you, before discovering they don't feel the same and feeling devastated. Result: wasted time, broken heart and Twilight is right once more."

While he was playing along with this hypothetical discussion, he deliberately said it like that, as a way of a test of sorts. Would she disagree or perhaps disprove it, giving indication of how she might feel for him?

"I suppose," she said, making his hopes plummet, until: "But... that's not completely true."

"Really?" It was a chance, it had to be. "How so?"

"I don't think all romance is silly. If two ponies are right for each other and do feel the same way, then that's wonderful."

"I see, yes..." Would it be going too far to push further? "Any uh... examples?"

"Um..." Her cheeks went red and she avoided his gaze, quickly saying. "Spike and Rarity! As in... well, that might never work out. You know uh... what I mean?"

"Yes, I suppose so." He felt a little disappointed from the lack of result, but it had to be something. Deciding to change the subject, he said: "Do you think Rarity really will 'shine all over Equestraia?'"

"Well, Photo Finish seems to think so." She seemed quite relieved to talk about something else, as they arrived back at the library. "We'll go and find out tomorrow how well it went."

"Good plan," he agreed, holding the door for her. "Right, back to work. Did you want to do that study session then?"

"Ooh yes!" she said excitedly. "I'll get the books and we can get started."

"As you wish, Miss Sparkle," he obeyed, pulling one down from the shelf and beginning to quiz her on transformation spells. His work might not make him famous, not that he wanted fame, but it was still enjoyable.

* * *

The next day, Twilight, Pinkie, Spike and Dusk dropped in on Rarity to see how the photo shoot in the park went. Dusk had went along quickly to offer support for Fluttershy, but he hadn't been able to stay for the whole thing due to work. So, he was just as surprised as the others when they discovered it wasn't Rarity Finish wanted to work with, but Fluttershy.

After sewing a dark, hooded robe, she'd asked to be left alone. Dusk did want to comfort her, but understood her disappointment. After all, he'd experienced it himself once upon a time. They obliged, though Dusk had to drag Spike out when he tried to sneak back in.

Fluttershy, meanwhile, became an instant modelling star overnight. Soon, everypony knew her name, as her pictures started appearing everywhere. She was on the covers of various, newspapers magazines, food and drink products. It was incredible how popular she had become. As such, they didn't get to see much of her anymore, as she was always being kept busy by different events and photo shoots.

Their group was all happy for her success, with the exception of two individuals: Dusk and Rarity. In the latter's case, it was rather clear that she was jealous of her success. Rarity never spoke much of Fluttershy and when her name was mentioned, her eye twitched and her smile was forced. She hid it well, but Dusk could spot it, if he looked carefully.

Dusk, however, was more concerned for Fluttershy herself. She couldn't stand being the centre of attention and now that was practically all she did. It seemed very unlikely that she was enjoying this, let alone that she'd agreed to it in the first place.

At first, he thought he was just being protective of her. Maybe she actually was enjoying her new-found fame and he was just worrying over nothing. However, that changed when he saw bumped into her on the streets of Ponyville, a panicked expression on her features.

"Fluttershy? What's-" He looked over her shoulder to see a mob of photographers and fans storming after her. "Quickly, follow me."

She complied quietly, as they sprinted down an alleyway, up ahead of the mob. As they turned and reached the exit, he pushed her behind a bin, instructing her to stay out of sight. Making sure his horn was covered up, he made a puppet of Fluttershy appear next to him, just as the mob rounded the corner.

"There you are! Look, there she goes!" He instructed it to run, which it did. "Hurry, you can still catch her!"

"You heard him, let's go!" Dusk had to leap aside not to be trampled underhoof from the sheer mass of ponies. Once they had gone, he beckoned her out.

"Oh Dusk, thank you so much," she said quietly, giving him a gentle hug. "I-I-"

"It's okay, I was happy to help. Go, run. Find somewhere else to hide, quickly!"

"Right, okay. Thank you again, I'm sorry…" She hurried away as fast as she could, leaving Dusk alone with his thoughts. That confirmed his suspicions.

"Well, ya never know Dusk," Applejack said, as he told her his views on this a few hours later. "Maybe she's gotten used ta the attention an' she's jus' enjoyin' it."

"I don't think so," he replied. "She looks rather miserable in those pictures to me and when that mob was chasing her. It isn't like her to do something like this."

"Ponies change Dusk, like yerself," she pointed out. "Ah mean, think about the contest. Ya wouldn't have normally done that, but ya did. Ya got on stage yerself when ya never thought ya would."

"I suppose so, maybe," he said unsurely, as he paid for the apple he bought. The box, once more, had Fluttershy's face on it. "I still don't know… by the way, that was a one-off. I'm never doing anything like that again…"

"Really, how come?" She cocked her head at him. "Ya did pretty well."

"I know and I did like that I achieved something, but I still didn't like getting up there." He shuddered as he remembered how nervous he felt. "All of those faces staring and watching, even if they did like it…"

"If ya say so," she said, not arguing with him. "Well, if ya are worried about Fluttershy, ya might get the chance ta talk ta her tomorrow. She an' Rarity have regular get-tagether at the spa."

"Hm… Twilight mentioned about going to the spa tomorrow. Maybe I'll go along with her then." With that thought in his head, he set off back down the road. "Thanks for the talk and the apple."

"No problem, sugarcube," she assured. When he returned to the library, he proposed his idea to Twilight, who thought it was an excellent idea and said she would be glad of the added company.

At first, Dusk had his doubts about it. This was mainly because that most stallions didn't exactly spend their time at spas. He even said so to Twilight, who reminded him that he wasn't 'most stallions'. A trip to a spa was just as good for stallions as it was for mares. Besides, he would be with his friends, so it wouldn't be so bad. His friends wouldn't think any less of him because he took in 'girly' pastimes and neither would she.

As such, Dusk felt better about it when they arrived the next day, leaving his hat and necklace with a spa attendant, telling her to treat them carefully and slipping into a woollen white robe. He followed her into main body of the spa, thinking maybe at least one of the baths would be quite relaxing.

They spotted Rarity in one of the hot tubs, a pink towel wrapped around her mane. The only surprise she expressed at the sight of him was a slight widening of the eyes, but she said nothing else, which Dusk was thankful for. At least Twilight was right about that.

"My hooves are getting positively pruney, I've been waiting here so long." She showed her one of them, her expression hardening. "Obviously Fluttershy's just too busy with her new career to spend time with her best friend."

"I'm sure she just got tied up," placated Twilight.

"Of course she did. She's a big bright shining star! I wish that star would burn out."

"Rarity!" Dusk knew she was jealous, but he never expected this. "How can you say that?"

"Fluttershy is your friend," put in Twilight, just as shocked.

"I know, I know. And I should be happy for her, but instead I'm just... jealous! Oh, please promise you won't tell her I feel this way. Please, please, pleasepleasePLEASE!"

"You have my word," Twilight vowed. "Losing a friend's trust is the fastest way to lose a friend."

"Forever?" prompted Dusk, with a chuckle, which turned into a yell when somepony burst out of the bucket of sponges next to him.

"Hey! Stop stealing my lines with your psychic powers!" yelled Pinkie, as she sank back into their yellow depths, glaring at him.

Deciding not to comment on this, Dusk removed his robe as Rarity stepped out behind a changing screen. Departing from the spa in a beautiful white dress, she left Dusk and Twilight alone, the latter of the two climbing into the bath.

"Have a lovely time, you two," she said to them as she left, giving a swift wink. Neither of them replied to this, they only blushed.

Dusk tentatively put his hoof in, testing the temperature, before sliding in himself. He let out a long sigh, as a wave of utter relaxation swept through his whole body from the warm water.

"I told you you'd like it." Twilight smiled in amusement, as she closed her eyes to begin relaxing herself. Dusk was about to follow suit, when they were disturbed once more.

"Rarity! I'm so sorry I'm..." She stopped when she saw it was only Dusk and Twilight. "Oh no. She's already gone, isn't she?"

"Sorry," Twilight said sincerely.

"Oh, I can't believe this. I am so frustrated I could just scream." She drew in a deep breath and let out her 'scream'. Even that was more of a quiet squeak.

"I don't suppose that did the trick?" asked Dusk.

"No." She fluttered up to them gently. "Can I tell you both something?

"Of course."

"What's on your mind?" prompted Dusk. This had been what he had come for after all.

"You promise not to tell Rarity?" she asked.

"We swear," Twilight promised.

"Pinkie Pie-swear?"

"Cross my heart and hope to fly, stick a cupcake in my- AARGH!" She ended up poking herself in the eye on the last bit.

"Don't worry, I did that too," murmured Dusk quietly. "Anyway, go ahead."

"I don't like being a model. No, I hate being a model. All this attention is awful, just awful. And I'm only doing it because Rarity told me I must. I must! I MUST!" She gave a forlorn sigh. "I must..."

"Aw, Fluttershy… if it makes you feel any better, I'd feel exactly the same." He placed a comforting hoof on her shoulder. She gazed up at him gratefully for his understanding.

"I suppose it does… thank you Dusk."

"Ahem." Twilight's expression was rather hard, almost jealous, at first, but then it flickered back to casual, her cheeks flushed. " Anyway..." She checked around, then beckoned Fluttershy in closer. "If you wanna know the truth, Rarity-"

"Uh, Twi…" Dusk gestured silently to the sponges and shook his head. "Why don't we talk about this outside?"

"Oh! Yes, good idea," she agreed, eyeing the bucket as they exited the bath. Dusk felt a little disappointed their relaxing session had to be cut short, but his friends came first.

They stepped outside into Ponyville, Dusk once again wearing his hat and necklace. Fluttershy was also dressed in a wide-brimmed flowered hat with sunglasses on her face. The disguise, remarkably, seemed to work, as nopony mobbed her again.

Twilight was the first to speak up. "I was just thinking. If you really don't like being a model, you could always quit."

"Oh, no. I could never do such a thing. Rarity would be devastated."

"But Rarity told me... "

At this point, Pinkie Pie burst out of an apple cart. She glared at Twilight, chewing on an apple in a menacing way by way of warning. Dusk watched her warily as they continued on.

"Do you think her Pinkie sense warns her about secrets about to be given away?" murmured Dusk to Twilight.

"I wouldn't put it past her," she replied, looking rather frustrated at Pinkie's vigilance.

" Oh, if only all these ponies didn't like me so much. Photo Finish wouldn't want me to model anymore. She'd find somepony else with... the magic!" she gestured dramatically.

"I suppose so… wait…" That got his mind spinning. "Possibly… maybe we could… yes, that's it!" He faced Twilight, who had the same look on her face as he did. "Are you thinking what I'm thinking?"

"I think I might be," she said excitedly.

"What? What is it?" Fluttershy was looking from one to the other, unsure as to how to react.

"Well," began Twilight, "On your own, you can't do anything unattractive…"

"…but if Twilight and I use our magic to make you do something unattractive…"

"…no-one would want you to model anymore…"

"…meaning you can go back to normal!" finished Twilight, with a big grin to Dusk. "And I won't have to-"

"Exactly!" Dusk cut her off before she could say that bit next. "How does that sound?"

"That sounds like a good plan… do you really think it'll work?"

"Of course it will, trust us," assured Twilight.

"Okay, I trust you both. I'm going to get home, before anypony notices me. My next catwalk is tomorrow so…

"We'll see you then," promised Dusk with a smile, as she walked off tentatively. Once she had gone, Twilight let out an audiable sigh.

"I really hope this plan works. Keeping both their secrets is hard, especially when just telling each other how they feel would fix this. Now, we can't even say."

"Quite a dilemma," agreed Dusk. "Don't worry, together we can pull this off. Come on, let's go and ask Pinkie what she thinks of this."

* * *

"You really think it'll work?" asked Fluttershy on the day of the photo shoot. Both Dusk and Twilight were standing backstage, which they managed to gain access to as friends of Fluttershy, waiting to act on their part.

"They love you for being you. So all we have to do is make you not be you."

"Just leave it to us," Dusk put in.

"Okay. Thank you, both of you…" Taking in a deep breath, she walked out to face the cameras and the ponies waiting for her. Once she was out on stage, Dusk and Twilight moved into action.

Using magic, both levitation and behavioural spells, they made Fluttershy as unattractive as possible. Dusk did things like make her slide along the floor, trip over and walk upside-down, whilst Twilight made her pick her nose, bark and scratch like a dog and talk like a mule.

Dusk hated doing this to Fluttershy, making her look so ridiculous and undignified. He kept telling himself that it was for her own good and that she would ultimately benefit from it. At least it was working, as the crowd was now starting to boo and hiss at her display.

The two of them exchanged a smile. Their plan was working, it would just need a little more-

"Bravo! I say bravo!" That was Rarity! She was actually cheering for Fluttershy, despite all that she had said, even if this was an opportunity to see her career end. "Such attitude! Such pizzazz! She's invented an entirely new kind of modelling! Bravo!"

"No!" Twilight despaired, as the crowd actually began to cheer and clap for her. They met her in her dressing room, where she looked more distressed than ever.

"This is awful. Just awful! Somehow I've become more popular than ever. Oh, I'm so frustrated I could just kick something!" She did so, but the offending vase merely wobbled without falling.

"I'm so sorry, Fluttershy," Dusk said to her sadly.

"It's okay Dusk, you and Twilight both tried your best." She sighed again. "If only Rarity didn't want me to be a model so badly…"

"But Rarity...!" Twilight shoved a hoof in her mouth, just as Rarity burst into the dressing room.

"Fluttershy! Are you all right?"

"I'm great!" she said in a strained voice. "I'm a super famous fashion model. Why wouldn't I be great?"

"Because you ha...!" Twilight shoved both hooves in her mouth, gazing desperately at Dusk.

"Don't worry, just a little longer," Dusk whispered to her. Out of instinct, he glanced around for Pinkie.

"Out there on the runway," continued Rarity, "everyone was turning on you and... Oh... oh, Fluttershy. It's so awful. I wanted them to."

"You did?!"

"Of course she did! Because...!" Now it was fruit from a basket that she used to muffle herself.

" I'm jealous!" admitted Rarity. "I wanted all the attention. And instead it was going to you. I even started hoping that you would do something silly so your modelling career would be over. But then, when it started happening, all I could think was how could I want you to fail at something you love so much?"

"But... Fluttershy doesn't... Ugh!" Barely able to contain herself, she shoved her head in a plant pot, Dusk completely at a loss as to what to do. Thinking some truths were about to be revealed, he simply sat back and watched the two of them.

"Love? Oh, Rarity. I hate being a model." she finally said.

"You do?"

"More than anything."

"Then why did you keep doing it?"

"I was afraid if I quit, you'd be mad at me for not wanting to... "shine all over Equestria"."

"And I thought if I told you how jealous I was of your success, you'd think I was a terrible friend."

" Never!"

Watching the whole thing, Dusk couldn't help but chuckle a bit, earning a curious glance from both of them

"What?" asked Rarity.

"Nothing," Dusk said. "It's just the irony that, if you had just been honest with each other, rather than keeping your feelings secret, this might never have happened."

"I suppose… it was rather silly of us," Fluttershy admitted with a giggle.

"I promise never to keep my feelings in secret again."

"Me too. " Then, they both vowed simultaneously. "Cross my heart and hope to fly, stick a cupcake in my eye."

"You were brilliant. Brilliant!" Photo Finish had just arrived on the scene, beside herself with excitement. "I've already got six photo shoots lined up for tomorrow aloon."

"I'm sorry, Photo Finish, but I don't think I'll be able to make any of them," said Fluttershy with a smile.

"Wat?"

Mimicking Finish, both Rarity and Fluttershy said, "We go!" Laughing all the while, the two of them left, leaving only Finish, Dusk and Twilight, who still had her head in the plant pot.

"Vat has just happened?" asked the photographer unsurely.

"Spike has a crush on Rarity!" Twilight covered her mouth as she realised what she had blurted out, just as Pinkie Pie appeared… in the mirror.

"And you were doing so well," she said disappointedly.

"Okay, how did you even manage that?" Dusk demanded at last.

She looked around the mirror, then shrugged. "I dunno." Dusk sighed, gestured to Twilight and the two of them followed Rarity and Fluttershy out. "Hey! How do I get outta here?!"

The following day, the four of them all decided to have a trip to the spa to celebrate Fluttershy's end to her hated career. Her photos were still on magazines, but she'd drop out of popularity soon enough, when there were no more new pictures to take.

Dusk and Fluttershy were relaxing in the big bath tub, whilst Twilight was in one of the smaller Jacuzzis. Rarity was in a seaweed wrap with cucumbers over her eyes in the steam room, where Spike was fanning her as she lay there. Dusk would have pointed out that fanning her was pretty much pointless, as it eliminated the point of a steam room, but he seemed to be enjoying it, so he said nothing.

"It's good to have you back Fluttershy," Dusk said to her in the big hot tub.

"Thank you, it's nice to be back." She sighed and sank in deeper. "Now this is a wonderful way to spend an afternoon."

"Isn't it, though?" Rarity agreed.

"No arguments here," said Dusk, as he too just lay back and enjoyed the feeling of having no stress or worries.

Twilight, at this point, began to recite her report to the Princess. "Dear Princess Celestia, being a good friend means being able to keep a secret. But you should never be afraid to share your true feelings with a good friend. Did you get all that, Spike?"

"No. I did not." He lowered his voice so only he, Twilight and Dusk could hear. "I still can't believe you told someone about my secret feelings for Rarity."

"You're right. That was wrong of me and I'm very sorry."

"Apology accepted," he said happily.

"Now will you take down my letter to Princess Celestia?"

"I would love to. But... I'm a little busy at the moment." He resumed his fanning of Rarity, as Twilight sighed and rolled her eyes.

At this point, Dusk had a thought. Both Fluttershy and Rarity had kept their feelings hidden, when the easier solution would have been to be honest with each other in the first place. Could it be the same with him and Twilight? Could they harbour the same feelings of affection, but they were just too scared to say anything.

In the end, he shrugged mentally. Now wasn't the time to be taxing his mind with such dilemmas. Now was a time to wind down, forget his troubles and just relax. It was actually quite nice anyway.

Besides, he wasn't ready to tell her his feelings. Not yet, anyway…

* * *

I'm back my friends! Hope you like this latest update! Back at school soon, so my writing will be a little subdued, but I'll still be here.

Next up, ever wondered how each of the girls view their stallion friend? You'll soon find out!


	15. Matter of Perspective

**A Matter of Perspective**

It was another day at the Sugarcube Corner for Ponyville's most friendly, most well-known and most random citizen. She pulled out her latest batch of cupcakes from the oven, humming her song about baking them, as she set about delicately placing the icing on with an expert hoof.

Today's order of cupcakes was a custom made bunch. The main body of the sugary treats was a creamy colour, whereas the icing on top was pink. In short, it matched Fluttershy's fur and mane colour and had been requested to be made as such, by the dark-blue pony in his black trilby hat, who was waiting at the counter.

Pinkie liked everypony who was her friend; they were all just so likable. Dusk, however, was an exception: she liked him so much that the measure of which she liked him couldn't even measure up to the likability levels that she used to like everypony else that she liked. He was just so likable.

There was a reason for that too. Dusk had been such a lonely misery-pony before he'd met her and all of her friends. But now, he had just changed so much. It's like they had all helped to unlock something special deep down inside him, like he'd always wanted to the opportunity to show how much of a great pony he was.

Sometimes, despite how smart he was and how much more imaginative he was than Twilight, she got the feeling she still managed to make his head itch from just how Pinkie she could be. That was the same with everypony and, like everypony, he just accepted it and laughed along with it all. She liked it when he laughed. Well, she liked it when anypony laughed but still…

She gathered up the batch and bought out the cupcakes to him, putting on her brightest smile. "Here ya go Dusky! One batch of custom constructed creamy cupcakes. That'll be ten bits!"

"Thank you Pinkie, here you go." He hoofed over the money to her and took the cakes. "I'm sure Fluttershy will love these."

"I bet she will. It's nice that you're doing this for her on your day off."

"Well, Twilight and Spike are away in Canterlot, so I want to make the most of this." He smiled brightly. "I've got a busy day today."

"Ooh, what are ya up to?"

"Well, first I'm going to pay Fluttershy a visit and give her these cakes. Then, I'm going to help Rainbow with some flying practice, pick up Applebloom from school for Applejack and then go and see Rarity. So, quite busy."

"Wow, packed day. I'm surprised you fit it all in," she remarked. "Guess what I'm doing today!"

"Hmm…" He placed a hoof on his chin for a few minutes. "You're going to be working in Sugarcube Corner for most of the day, which will involve baking a birthday cake for a filly's birthday, as well as another batch of cupcakes and some éclairs for some visitors from Prance."

"Ooh, you're good Mr Psychic Pony!" She gave him a mock glare. "Too good, you might say."

"What can I say, it's my gift." He averted his eyes from the order form that rested on the counter and levitated the cupcakes up. "Have a good day, Pinkie."

"You too, have fun!" He gave her one last smile, and then departed through the door.

Pinkie smiled too. She obviously knew he wasn't actually psychic, but it was what she called him when she first met him. It stuck and he never actually corrected her. He just got that special kind of smile whenever she called him it. She loved seeing that smile.

Humming happily to herself, she went back into the kitchen and began to work on the éclair order, happy that she'd helped to make his day.

* * *

"There you go mama duck," said Fluttershy, dropping some worms beside the female mallard. "I hope your little babies like them." The duck quacked and picked up the worms in her beak. "You're very welcome."

She watched as the little family of ducks gathered around the mother to be fed. She had a particular fondness for this group of birds. It was the same group that Dusk had helped her to guide to the larger pond in Ponyville, on the day she'd first met him.

She'd been shy and timid when she'd first met him, as he had been with her. Maybe that had been why she'd been able to talk to him so much more easily later, because they were quite alike in that respect; both shy, a little awkward socially and not high in confidence.

He was a little different now though. She considered him to have far more confidence that she did and way more clever, though he would modestly deny it she knew. She liked how he did a lot to look out for her, to make her more involved and help her overcome her own low confidence, either by his presence or with encouraging words. They were more than friends she felt, but not in any romantic sense. He was more like… like…

Like the brother she never had. Yes, that seemed to fit. Of course, she wouldn't actually call him her brother. Unless he didn't mind, if he was of the same mind. Did he consider her like a sister? No, that was silly. They were just good friends.

A knock on her door bought her out of her reverie. She hurried back through her home to answer it, wondering who it could be. When she opened the door, she found it to be the exact pony she'd been thinking about.

"Hello Fluttershy, I hope I'm not interrupting anything," he inquired politely. She would have been pretty much the same.

"Oh no, not at all. Please, come in." He inclined his head to her, levitating a small bag onto her table. "Can I make you some tea?"

"That would be lovely, thank you." He waited patiently, as she boiled the water and poured him a cup, with a little milk and two sugars. Just as he liked it.

No doubt from his Canterlot upbringing, he waited until she was seated first before sitting down himself, that pleasant smile never once faltering. "I hope you don't mind my dropping in like this."

"Not at all," she repeated happily. "I'm always happy to see one of my friends."

"That's nice to know." He levitated the bag over. "I just came to check up on you. I take it your popularity has gone down somewhat."

"Oh yes, thankfully." She couldn't keep how relieved she felt out of her voice. "I'm still going to wait a while longer, but nopony is staring at me anymore. I'm just glad I'm not a model anymore."

"Me too. For what it's worth though," he added, "you did a wonderful job." She blushed a little from that comment, as he opened up the bag. "Here, I bought you these."

"Thank you Dusk. Oh my, these look delicious," she remarked, pulling out one of the cupcakes. "They even match my fur and mane."

"I asked Pinkie to do that," he explained. "I thought it might be a nice thing to do for you. It was, wasn't it?"

"It was a very nice thing to do Dusk, thank you." He seemed rather relieved at her assurance.

"Sorry, I'm still kind of learning about friendship really. Put it down to my inexperience, but I'm never completely sure, now and again..." A little bit of his old self showed through there.

"It's okay, I understand. You do a wonderful job of being a good friend though; at least that's what I think."

"You really think so?"

"Mmmhmm," she nodded. "You're as kind as you are clever." Now it was his turn to blush.

"Thanks Fluttershy, that means a lot to me." He took a sip from his tea, his smile returning to his features. "So, what do you want to talk about? I've got some time on my hooves."

"Actually…" She stopped herself. "No, never mind…"

"It's okay, speak your mind," he prompted. Well, if he wanted her to…

"Well… it's just we always talk about what I want to, Dusk," she noted. "Why don't you talk about what you want… I mean, if you like… you don't have to."

"Oh." He was caught off-guard by that. "Sorry, I never noticed. I just don't want to bore you."

"You don't bore me Dusk," she said gently. "Talk about whatever you like."

"You promise that you'll say that I'm boring you or if you need me to explain?"

"I promise."

"Okay… let's see then…" He thought for a moment. "Well, I'm looking forward to this trip we're taking to Appleloosa soon."

"Oh yes, I'm excited about it too," she told him. "I'll bet you know lots about it already."

"Well… I guess…" he said modestly. "They founded themselves about a year ago, a group of settlers who wanted to find their own way, but they've made great progress in that time. They managed to find fertilizable ground for them to grow an apple orchard, which is their main source of income and food, along with visitors from out of town. It's close to a buffalo stampeding ground, which interests me quite a bit."

"Really? Are you interested in the buffalo?"

"Very much so. They're a fascinating people, generations old and spreading back centuries. Some say their ancestors stampeded across those grounds when Celestia and Luna first began to move the sun and the moon. I hope we get to meet them, I would rather like…"

Fluttershy let him speak; now and again asking questions or making comment, happy that he was comfortable about this subject. From the way he cared about her and treated her, it further cemented her belief of him.

He really was like her big brother…

* * *

Rainbow Dash felt the wind whip through her mane as she rocketed through the sky, making sharp turns past the coloured obstacles that were in her path. Occasionally, she'd be caught by surprise as one appeared in front of her, but she'd turn quickly to avoid it. This was a sort of random obstacle course that Dusk was generating for her, to see how her reactions and dodge moves were.

The stallion really was quite a find with this talent that he had. She'd managed just fine in practices without him, just flying around clouds and stuff, but now he was around, she was able to pull off manoeuvres that she'd never have been able to do non-moving clouds, unless she was doing it with another Pegasus.

Not that his colour talent was the only thing she liked about him. She thought it was kind of cool to have a guy in their group, even though he was sensitive enough to be a girl. He'd already proven he could be brave, like she always was, she could always count on him if she needed help with something, plus he was pretty brainy, enough to help her plan out some of her moves, as he knew quite a bit about flying.

Looking down, she noticed that Dusk was starting to shake a bit, hitting the reserves of his strength. She did one last loop-the-loop before coming back to land on the ground, without crashing this time.

"Okay Dusk, you can take a break. I don't expect your stamina to be anywhere near mine, so I understand," she bragged confidently.

"Your compassion is touching," he replied with a smile. "That was some nice flying Rainbow."

"I know, but nice of you to say so," she said with a grin. "That was some awesome work you did too."

"I was merely the one providing the obstacles," he said in that modest way he did. "You were the one who flew around them."

"Yeah, but you still did it." She cocked her head sideways at him. "How come you always do that?"

"Do what?"

"Whenever somepony says 'well done' to you, you always say like 'it was nothing' or something like that. How come?"

"Well…" He was silent for a good few minutes. "I don't know… I suppose I've never really thought about it."

"I know it's not that big of a deal, but I figure, you know, what's the point of doing something cool if you don't brag about it a bit?"

"Well… I suppose that's just two different mental and philosophical views of two differing individuals, who have been affected, both by what they've inherited and how certain stimuli in their environments growing up have treated them."

"English, professor."

"Sorry…" he said quietly. "Well, look at it like this. You've grown up loving speed and doing tricks, to the point where you know how good you are and have utter confidence in your abilities."

"Okay. But you…"

"Me…" He seemed to be searching for the right words. "Well, I've never really had any friends, not many people encouraging me, apart from my parents. They were always supportive of me, but they were still busy, so it was usually just me."

"Oh, right." She suddenly felt guilty from how sad he looked. "Sorry, I forgot…"

She couldn't help but pity him in that moment. It must have really sucked, to have grown up without any friends like he had. Even she knew that. She knew it was different now and that stuff was in the past but, every now and then, there were those little reminders, like unexpected gusts of wind in the sky. She noted to do her best to never forget that again.

"It's fine," he said. He recovered himself and continued. "So… I'm just not used to accepting compliments, that's all. Besides, I like being modest. It's what makes who I am."

"That makes sense," she shrugged. "See, wasn't that easier to say?"

"Maybe, I like saying it the other way too." He gave her one of his rare grins. "I don't need to use big words to prove my intelligence, but it's always fun using them anyway."

"Can't argue with that," she chuckled. "Okay, you ready to go again or do you want longer?"

"I'm fine. Unless, you want longer to rest," he bantered.

"What? You think I need more rest? Me, Rainbow Dash?" she asked in a mock outrage voice.

"Oh, I don't know," he shrugged. "You might need longer to rest up, to prepare for my next bombardment of colour missiles…"

"Oh, you wish." She quickly leapt back into the sky. "Let's do this Dusky!"

"Right you are, Dashie!" he called, as he sent more colours at her while she soared through the sky. Now, this was flying!

* * *

Applejack tossed her horseshoe towards the peg, where it landed just a few short feet of it, but further than Big Macintosh's.

"Pretty close Big Mac," she said, "but looks like ah win again."

"Ai-yup," he agreed. "Ya always were better at horseshoes than me."

"What can ah say, it's ma gift." She glanced up the road. "Ya think Dusk'll be back with Applebloom soon?"

"Ah'm sure he will, that colt's jus' as reliable as you are. Well, ah gotta move some apples into the barn, see ya later."

"Sure thing, see ya in a bit." Thinking she might as well relax a bit, she headed to tree facing the road, set herself against it and slumped to the ground.

As she lay back, her hat over her eyes and a piece of straw in her mouth, her thoughts turned to the pony that had just mentioned. She'd always been a good judge of character with ponies and she knew that, from the moment she first saw Dusk in the market place, that he had a good head on his shoulders and a good heart to boot.

It just struck her now as to how much he had changed since she had first met him. In those early days, he seemed so lost, looking for something but he just didn't know what. She remembered how much his eyes seemed to shine whenever anypony openly regarded him as their friend, how distant he'd acted from his own mysterious reasons. Now though…

She smiled, just glad that he was much more happy. He was able to share himself in ways he never could before, his knowledge and whatever else he could offer. He would joyfully display his shining colour puppets to them, do any favour that was asked of him and provide assistance in whatever way could, not just with Twilight but with all of them.

His eyes still got that twinkle whenever he was acknowledged as a friend of theirs. When he was with them, it seemed like he cherished every single moment, as if he feared it all might suddenly end. She supposed he was still getting used to having friends, or he just cherished their friendship a lot. Either one was good.

She looked up at the sound of voices and saw her little sister enter the farm with Dusk, excitedly chatting away.

"So with this one," she was saying, "we're sure ta get out cutie marks."

"Okay, just make sure you don't hurt yourself, unless you want to get a cutie mark in getting bruises."

"Good point." She suddenly brightened up. "Hey, it's almost lunchtime. Ya wanna stay fer some food?"

"I'm sorry, but I've got somewhere I need to be." He gave her smile to counter her disappointed look. "Thank you for asking me though, it was thoughtful of you."

"Aw, okay then. Heya sis!" she called as Applejack walked over.

"Howdy young'un. She didn't give ya any trouble sugarcube?" she asked Dusk.

"Not at all, she was as good as gold," he assured her, as the filly gave an innocent smile.

"Sure was. Can ah go an' play fer a bit sis?"

"Sure thing, jus' be careful."

"Ah will. See ya later Dusk!" She scampered off towards the apple orchards, Dusk tipping his hat in farewell to her.

"Thanks fer pickin' her up fer me."

"Not a problem." He too turned to leave. "Well, I should get going, I've got an appointment to keep."

"Do ya have ta go so soon?" She gestured to where she'd been playing. "Ya got time fer a game-a horseshoes?"

"Well… okay, just one game." She gave him his three shoes, as he let her take the first pitch. "I've never played, so I might not be very good…"

"Ya never know till ya try." She watched him take aim and pitch a toss, which landed just short of hers. "Nice one." Her next shot landed far ahead of his, but missed the peg. "Shoot."

"Tough luck." His next shot landed much closer to the peg than his last throw. Applejack's, however, landed right next to the peg.

"Wow, good throw."

"Ah do have quite a flair fer it, ya know. Probably shoulda warned ya firs'."

"Yeah, I don't really stand much of a chance…"

"Don't count yer chickens before they hatch," she told him wisely. "Ya still got one more throw."

He said nothing, but studied the playing field. She watched as he remained focused for a few seconds, eyeing his remaining shoe and the distance to the peg. She was sure that, if she stood close enough, she'd be able to hear his brain whirring as it worked. He pitched his toss, it soared through the air…

… and landed with a _clink _right on the peg, beating her shots in one go. She sent an admiring smile his way, while he seemed quite surprised he'd managed to land it.

"Beginners luck, I guess," he remarked with a shrug. "Right, I really need to go. Have a good day AJ."

"You too!" She shook her head as he watched him go, moving to clear up the horseshoes. "Beginners luck indeed. If that boy were any more humble…" She just trailed off and decided to get some lunch. It was just a shame he couldn't stay for pie, he really had a liking for it.

* * *

"That's it Dusk, just follow my lead, you're doing marvellously," Rarity encouraged, as the two of them danced around each other.

"If you say so," Dusk replied unsurely, almost tripping that time and making his cheeks go red. Rarity stifled a giggle and continued to lead him through the waltz.

He had come over to her home for a visit and a chat, which she always looked forward to. He was always so polite and considerate, pleasant to talk to and it helped that he was rather easy on the eyes. There was a certain dignity that he carried himself with, nothing proud or boastful, but enough to show that he had been brought up well and taught good manners. That was rather rare these days among stallions.

When they arrived at the subject of the Grand Galloping Gala and Rarity commented on the dancing that was part of the Gala, Dusk had made a passing remark that he didn't really do much dancing. At this, Rarity had insisted that she give him a basic lesson, pulling out a gramophone and providing him with instruction on the matter.

"Tell me again, why do I need to know this?" he asked her.

"Because Dusk, the dance in the main hall is a big part of the Gala. When you go there, you can ask Twilight to dance with you."

"Um… why?"

"Because dancing, especially a waltz, is really quite romantic," she explained patiently. "Once you and Twilight share a dance together, I guarantee her heart will melt like butter and the two of you will be one step closer to becoming a couple."

"But I… I…" As always on this subject, he became flustered and embarrassed. He collected himself and started again. "I don't know if I can ask her to… to dance with me. I mean… what if she doesn't want to?"

"Why wouldn't she? You're a perfectly fine young gentlecolt Dusk and the two of you would look stunning together on the dance floor."

"But… but what if she doesn't know how to dance. I can barely dance now. What if I end up leading and I make a mistake or do something stupid? She'll think I'm a fool…"

"Dusk, you are nopony's fool," she said firmly. "You are my friend and I'm going to see to it personally that you can move as smoothly and gracefully across the dance floor as you can. You can do it Dusk, I know you can. Trust me."

He stared at her for a few minutes, letting her words sink in. Then, he gave a small smile. "Okay, I trust you… Rarity?"

"Yes darling?" There was a pleading note when he said her name there. Despite all of his qualities, he still lacked confidence, a trait that made her pity him somewhat.

"Do you really think that… that Twilight and I could ever be… together?" His voice had barely risen above a whisper at this point.

To answer, Rarity levitated off the necklace that Twilight had made for him. "Dusk, let me ask you something. Twilight made this for you, yes?"

"Yes she did."

"And do not you wear it every day, as often as you can?"

"I do… yes…"

"Exactly." She slipped it back around his. "The fact that you cherish such a gift proves how strong your feelings are for her and, considering that she made it just for you, I know that means she feels something too. You two will end up together, I can feel it."

"Okay…" His smile brightened now. "Thanks Rarity, I needed that."

"It was my pleasure dear. You're going to make quite an impact at the Gala, I just know it."

"If you say so," he repeated. "We'll try not to hit you when you start dancing with the Prince."

"Ah yes… Blueblood," she sighed, her heart going aflutter at the mention of him. "Two bright eyed young couples, dancing together… how romantic."

"I'm sure it will," he nodded. "Just be sure to invite me to your wedding, okay?"

"Oh don't you worry, I won't." She started up the music again. "Now, let's try it again. Just loosen up and relax, follow me…"

* * *

Dusk, happy but exhausted from the day's events, started off back home, taking the scenic route that would take him past the library.

Both Twilight and Spike were away in Canterlot on business. As such, they had given him the day off, so he had chosen to spend it by doing favours for or just spending time with his friends. He always liked spending time with them and he liked doing favours for them. It made him feel warm whenever they expressed their gratitude.

As he passed the library, Dusk paused to look up at the tree that was both the container of books and Twilight's home. It felt strange, not having been in the library today with his two good friends. Maybe they were back now… it wouldn't hurt to drop in.

He opened the door and walked in, as he had been given the key for the day. "Twilight? Spike? Are you here?" There was no reply.

The only thing he did see were books, either scattered on the floor or piled up in places. Used quills and parchment also littered the floor. Twilight must have been studying, but not had the time to clear up. He was about lock up and set off back home, but he paused as a thought came to him. They hadn't asked to him to come and work today but… he might as well, since he was here. It shouldn't take too long.

He walked in, shut the door, levitated the first book he saw and set to work.

* * *

"Ah, good to be back," sighed Spike, he and Twilight getting down from the carriage. It was evening by the time they got back, the stars already beginning to twinkle in the sky.

"It certainly is," agreed Twilight, "although it took a little longer than we thought it would."

"You can say that again. At least we can go to bed when we get in, I'm bushed…"

"Spike, don't you remember?" Their neared the red door of their home. "We still need to clear up all of those books from before. We never had time to when we had to leave."

"Aw, man, that'll take forever," groaned the dragon.

"Not if we work together. If we do it now, we don't have to do it tomorrow."

"Alright… let's get this over with." He unlocked the door and turned on a light. "Or maybe it won't."

"Spike, what are you…" When Twilight looked around, she saw what he meant.

All of the books from her study session, that had been scattered and taken down, had all been placed neatly back into their proper places. Rolls of parchment had also been cleared away, the quills reorganised and rubbish had been disposed of. There was only one pony that would have done all of this for them…

"Hey, look, a note." Spike handed it to her and she unfurled it, seeing the neat writing that was upon it:

_I know today was my day off, but I couldn't resist. Just so you know, it was no trouble, I was happy to do it. I hope you appreciate this chance to get to bed earlier Spike._

_See you both in the morning._

_Dusk Noir._

Twilight felt a smile grow on her face as the words sank in. That pony was just… amazing. An amazing friend that is, not that she was thinking about him… like that. Why did this have to be so hard?

"Wow, that guy really is something huh?" Spike remarked, as he read the letter. "For the record, I do appreciate it by the way."

"I know…" Twilight gazed fondly at the letter for a few minutes, then shook herself out of her stupor. "Spike, what do you think of him?"

"Who? Dusk?" He appeared rather confused by the question. "Well… I think he's great. He's easy to get along with, good to talk to and… well, I like him. He's a good friend, especially if it means I get to sleep more." He looked curiously at Twilight. "Why?"

"Oh, no reason, just curious," she insisted, forcing a smile and trying to seem casual. That was exactly what she thought about him too… and more.

"Well, what do you think of him?"

"He's… he's…" She paused, searching for the right words. "He's one of a kind… a wonderful kind."

"Ah, I see." The dragon gave as sort of knowing smile, before stretching and yawning. "Well, I'm gonna get some sleep. G'night Twilight."

"Goodnight Spike, I'll be up in a minute…" Her cheeks turned red again as she looked back at the letter.

She had tried telling herself again and again that she didn't have romantic feelings for Dusk, that the two of them were just good friends. But there were just things that said otherwise… she sometimes felt jealous when she saw him hug one of her friends or do a favour for them. When she was with him, she hung on every word he spoke and when he had to leave… she didn't want him to…

"Why does this have to be so hard?" she asked herself out loud, gently putting the letter down and heading upstairs to bed. Maybe things would be clearer in the morning.

Hopefully.

* * *

I hope you found that enlightening.

Next up, we're off to Aaaaaaappleloosa! Yeehaw! Right, never doing that again...


	16. Over A Barrel

**Over a Barrel**

_Dusk had never been more content, more happy and more at peace in his whole life than he was now. He was in a beautiful meadow, the sun shining high in the sky, colourful flowers in full bloom, birds singing with joy. More than that, he was here with the unicorn mare who had captured his heart, Twilight Sparkle, who was marvelling at the splendour of it all._

_"Oh Dusk, this is all so wonderful," she whispered. "I feel like I could stay here forever."_

_"I feel the same." Dusk decided that now was the time, the best moment to tell her. "Twilight, I have something I want to say to you. Something important."_

_"What is it Dusk? You can tell me anything, that's what friends are for."_

_"But I want to be more than friends, Twilight." He touched her hoof gently. "Because I… I love you."_

_Her expression of bliss became one of shock. "You… you love me?"_

_"Yes, I really do. Do you feel the same?" he asked her._

_She stared at him like she had never seen him before. Then, her face hardened into anger and she yanked her hoof away from his._

_"What?! No, of course not! How could even begin to think I would feel like that?_

_"B-b-but I… I thought that…" This was all wrong, it wasn't meant to be like this._

_"You thought wrong." Her rage-filled face faded away, transforming into the others, who all looked equally as angry or disappointed with him._

_"Dusk, what were ya thinkin'?" asked Applejack, shaking her head._

_"You should have thought more about this," added Fluttershy._

_"That was silly of you. Didn't your psychic powers warn you about this?" said Pinkie patronisingly._

_"Do you know how lame that was Dusk? Now look what you've done!" yelled Rainbow angrily._

_"Well, Dusk, it seems I was wrong about the two of you. I see it now, I don't know what I was thinking," said Rarity regrettably. _

_"Come on girls, I think we need to leave him alone for a bit," suggested Twilight, still furious at his confession. "To let him think about what he's done?"_

_"What? No!" They had already started walking away, leaving him in a white void of emptiness. "Please, don't go! Please! Don't leave me…"_

_They had gone, left him alone. Deep down, maybe he had known he never really fitted in with them, but… he was alone. Like before. Now, nopony would be his friend. He would be alone, forever. He did the only think he could._

_He broke down and cried at how pathetic he truly was…_

Dusk jerked awake, feeling cold sweat running down his face and breathing heavily. The steady clacking of the train's wheels on the track resounded in his ears. The girls were all still asleep in their beds, the sun streaming through the windows. How long had they been sleeping?

He slowed his breathing, calmed his mind. It had all been a dream, just a stupid nightmare. But… it had seemed so real. Then again, they all seemed real when experienced. It was just his mind, bits of his old fears and some new ones, creeping into his mind, to let his subconscious thoughts do whatever they felt like with them. Everypony has nightmares, Dusk, just breath… you're awake now…

But the nightmare… could there be some truth to it? Could that happen, if he did tell Twilight how he felt about her? Or was it just him being paranoid and imagining the worst-case scenario? He decided to go with the latter, and just tried to forget about it. It didn't do to dwell on dreams, especially when he had enough fears to deal with already.

Knowing he wouldn't get back to sleep, and that there wasn't much point anyway, he slipped quietly out of bed, placed Twilight's necklace around his neck and put his hat on his head. They were on their way to the settlement of Appleloosa, to deliver one of Sweet Apple Acre's trees, christened Bloomberg by Applejack, to her cousin there, to plant in their apple orchard. They'd all been looking forward to seeing the town and Dusk was no exception. He'd done some reading on the town, though there wasn't much, as it was only a year old.

However, it wasn't just the town he was hoping to see. As he had told Fluttershy, he was eager to see if he could meet the Buffalo tribe that lived nearby. He knew a lot about their culture, their traditions and much more besides. They were a very deep people and he longed for an opportunity to speak to one at least, to show them what he knew and to see what else he could learn. What an opportunity that would be…

At that moment, a sudden crash caused the train to shudder. Dusk fell out of his bed and onto the floor with a painful thud. Rubbing his head, he rushed to the window, the others all having woken up from the disturbance, to see-

"A buffalo stampede!" They hadn't even arrived at their destination, yet here they were.

They were a magnificent sight to behold; twice the size of any full grown pony, their bodies covered thick brown hair. He could see the points of their short, black horns, contrasting with the bright white feathers that adorned their heads. The very ground shook from the dozens of hooves that struck the ground, running together and easily keeping speed with the train.

"I just love their accessories!" remarked Rarity on their feathers.

"They're not just for show though," explained Dusk, remembering what he had researched. "They earn them, or are awarded them for acts of bravery among their tribe. It's a sign of respect and status."

"You mean like being awarded a medal?"

"Exactly," he affirmed. "The chief of the tribe has the most feathers; they adorn his headdress, just so you know who the boss is."

"They're getting awfully close to the train…" said Twilight warily. She was right, they were getting dangerously close. What were they-?

_CRASH!_

They smacked into the side of the carriage, causing it to rock and sway dramatically. As one mass, Dusk and the girls were sent bouncing and sliding around the room from the turbulence. Every time they tried to pick themselves up, they all went sliding around again, unable to stop themselves.

This didn't make sense. With the exception of acting in self-defence, the buffalo were mostly a peaceful people, yet they were attacking their train without provocation or reason. Why were they doing this?

"Oooh, looky! Now they're doing TRICKS!" They'd stopped attacking the train, but three of them were now standing atop each other, creating a small tower.

They watched as another buffalo, a young calf from the look of her, sprinted and jumped on top of the makeshift tower. Amazingly, they were able to remain like this while running at top speed, without falling off. But to what purpose?

"Ooh! Ooh! Ooh! Now do a back-flip!" The calf then jumped off of the top of the tower and onto the roof of the carriage. "Or... Just jump?"

They could hear her hooves hitting the metal, as she seemed to be running along the top of the train towards the rear. What was she up to?

"Hmm… something tells me this isn't a circus act." With a gust of wind, Rainbow hurried outside, to either fight or just reason with her.

"Come on," Dusk prompted, as they followed the sounds of the hooves on metal from below. Unfortunately, they couldn't hear the exchange between Rainbow and the calf.

Whatever Rainbow Dash tried, she failed to stop her. She reached the rear carriage, uncoupled the cart from the rest and whistled loudly. This must have been a pre-organised signal, as the other buffalo broke off and galloped away, gathering around the carriage and pushing it the opposite way.

"They've got Bloomberg!" cried Applejack. But Dusk could see someone else in the carriage. A certain purple scaly someone, desperately calling for help through the glass.

"And Spike!" both he and Twilight realised.

By the side of the tracks, they could see Rainbow Dash picking herself up. She gave them her cocky smile, then flew off after them back down the tracks, obviously in an attempt to save Spike from his captors.

"Ah hope this tin can on wheels gets ta Appleloosa soon," said Applejack urgently. "We gotta tell ma cousin Braeburn what's happened, he can help us fer sure."

"But why would they want an apple tree?" asked Fluttershy.

"I don't know, but they must have some reason for taking it." Twilight turned to Dusk. "What do you think about this?"

"Well… it is rather strange, to say the least." He swiftly recalled all he knew of the bovines. "I don't think they would just want the carriage itself, what would be the point? That means they must have known what was inside. They have food of their own that they've lived off for years, so they didn't take it for sustenance."

"Do you think it has something to do with the fact it was due to be planted in the orchard with the rest?" suggested Twilight.

"Yes… yes, you might be onto something there. Hold on, let me think…" He placed a hoof on his chin, voicing his thoughts out loud as they came. "They knew what was in the carriage, because that raid must have been planned ahead of time."

"That's right," agreed Twilight. "They distracted the drivers with the initial strike, took what they came for and left."

"They didn't want to cause unnecessary damage or injury," nodded Dusk. "The only thing they could want was the tree, which was due to be planted at the orchard… did they want to prevent it, but why? What's the point?" He turned to Applejack. "I think I might be able to figure this out, but I'd need to see the orchard itself first."

"Ya should be able to, but we need ta save Bloomberg an' Spike first," she reminded him.

"I think they'll be fine. From what I know, dragons are revered among the buffalo. But, I do agree, saving him is our top priority. They also don't take kindly to tresspesassers on their territory, so Rainbow'll be in more danger than he is. We need to-" He stopped as he realised something. "Um… where's Pinkie?"

"Pinkie? Why she's right here." Rarity looked to see that the pink pony had indeed vanished. "Where's she gone? She was right here!"

"Right, so ta recap: we've been attacked an' robbed by buffalo, Spike's been kidnapped, Rainbow's gone after him alone inta their territory an' now Pinkie's gone." Applejack stomped her hoof in frustration. "Well, that's jus' dandy."

"We should be able to get help soon. We're almost there," pointed out Twilight. "But it'll be late by the time we get there, almost dark…"

They spent the rest of the journey fretting and worrying about their friends. The sooner they got to Appleloosa, the sooner they would be able to get help. About half an hour later, they arrived at their destination, the train pulling to a halt in the station.

Dusk saw it and was reminded of the old settlements made in the cowpony days. The buildings were all made of wood and stone, the citizens going about their businesses in wide brimmed hats or bonnets in the case of some of the mares. He supposed they were settlers only here for a year, so it made sense they start with something basic, not to mention nostalgic.

They hurried off the train and onto the station and were immediately greeted by an Earth pony, with a wide smile, leather jacket and Stetson hat.

"Hey there! Welcome ta A-a-pplelooosa!" He raised his forelegs skyward at this greeting.

"Braeburn, listen – " Applejack tried to tell her cousin, but he cut her off.

"Cousin Applejack, mind yer manners, you have yet ta introduce me to your compadres! Shame on you!" he scolded her,

"Braeburn, listen, something terrible has happened –"

"Terrible is right, yer train is full seven minutes late!" he cut her off again. Dusk was starting to get annoyed. "That's seven minutes less for you to delight in the pleasures and wonders of... A-a-a-pplelooosa!"

With that, he dragged them off, ignoring their protests, clearly eager to show them around his home town. He told them many things that Dusk already knew, such as they built the town in just a year, but had still managed to cope and provide themselves with luxuries. He showed them the watering hole, the sheriff's office. All interesting, but otherwise they were wasting time.

It was when they reached the apple orchard that Dusk decided that enough was enough, but didn't know how to make themselves heard. Applejack had been trying to get a word in, but her cousin simply wouldn't listen, as he was so excited and eager to show them around. She was now trying another attempt, close to her breaking point.

"First harvest should be any day now," he was saying.

"Braebu –"

"Good thing too!"

"Brae – "

"'cause we need that grub to live on."

"BRAEBURN!" she finally shouted. That got his attention

"Uh, yes, cuz?" he inquired casually.

"Ya have a very nice town an' all, but we have a HU-UGE problem! Some of our friends are missing!"

"A stampede of buffalo," put in Fluttershy. At the mention of the buffalo, Braeburn's grin vanished and was replaced with a look of utter terror.

"They took Spike!" Rarity told him

"Rainbow Dash went after them!" put in Twilight.

"And we can't find Pinkie Pie," added Fluttershy

"An' we had an apple tree with us fer yer orchard, but they took that too!" finished Applejack. Braeburn stood there in silence, unable to make comment. Seeing an opportunity, Dusk stepped forward.

"As you can see," Dusk said, keeping his voice level and polite, "our situation is rather dire and we need to know what's happening here. Have you been having trouble with the buffalo tribe?"

"Trouble ain't the half of it." He let out an exhausted sigh. "Them buffalo, they want us settler ponies to take every single tree you see here off this land. They sure as hay don't want any new ones added in."

"But why?" asked Fluttershy.

"Beats me. We put a lot of hard work into this land, so we can feed our town, our families, our foals! And now they're saying all these trees have to go? T'ain't fair..."

"No… no it isn't." They were silent for a few minutes, then Twilight spoke up. "Well, we still need to find out more about why the buffalo are being so aggressive. Dusk, didn't you say you wanted to investigate?"

"Hm? Oh yes," he confirmed, feeling foolish he's forgotten. "With your permission, Mr Braeburn, I would like to examine the apple orchard."

"Sure thing, jus' be careful," he warned. Dusk assured him that he would be.

"What about poor Spike and Rainbow? Are we not going to rescue them?" asked Rarity.

"Well, sure, but not now." Braeburn looked to the sun. "It'll be night soon, so we won't be able ta go after 'em till tomorrow. The buffalo know the land better than we do, an' it ain't safe ta head out when it's dark. Ya can rest up here, then we'll head out in the mornin'."

"Right, I'll be down at the orchard, if you need me." He set off down towards the trees, bidding them farewell.

"Do you need any help?" asked Twilight.

Dusk considered this, but decided against it. After the nightmare that he'd had, he didn't really feel like being alone with Twilight at the minute. He would be able to think more clearly if he was alone with his thoughts.

"Thank you for the offer, but I'll be fine by myself. You all need to get some rest; we're going to have a big journey ahead of us tomorrow and you need your strength."

"Okay then." He could hear the disappointment in her voice, but it quickly passed. "We'll see you in the morning then."

"Don't stay up too late now," advised Applejack, as they made their way back and Dusk made his way down.

He walked alone through the shades of the trees, the dirt of the ground hot against his hooves, the sun lowering below the horizon, bathing the sky in an orange glow. He was reminded of the time he watched that sunset with Applejack back in Ponyville. Needless to say, it was just as beautiful here, as it was.

He hoped that Twilight wouldn't feel too bad about wanting to be alone in this. She was smart, as clever as he was, even more so perhaps, but he didn't want to be alone with her right now. The dream had almost faded now anyway and he could no longer feel the terror he once did. He'd dealt with nightmares before, so he'd deal with this one too. He certainly wasn't going to tell the girls… they'd say it was silly anyway…

As he stopped, he began to examine his surroundings, already noticing the difference. Further out from the orchard, the ground was harder and thicker, mostly undisturbed by anything, other than a few desert animals. Here, the earth was softer, coarser. Like the ground had been bombarded and pounded multiple times. No doubt that made it good for planting and growing, not to mention the vast expanse the land provided.

He walked around the whole orchard, everywhere he went being the same story about the earth. Whenever he left the boundaries, the harder ground of the desert met him. There were some areas beyond the orchard, however, where the ground quality was the same. Almost like a path had been forged, visible only in the tell-tale signs of the earth. The pieces were slowly fitting together, there was just one last thing he could do…

Resorting to magic, he cast a spell that would show disturbances left by hoof prints or the like. These glowed with his fur colour as he examined them. Here and there were the hooves of ponies, but far more frequently, and far older, were smaller tracks, split down the middle from the top. He checked to see that these tracks also carried on in other areas outside the orchard. By the time he was finished, the stars had begun to shine and Luna's moon was high in the sky. Deciding he had all the information he needed, Dusk made his way back to the town.

So, that was what all this was about. If he was right and he rather hoped that he wasn't, the settlers had set their orchard on the buffalo's stampeding ground. No wonder the buffalo weren't happy with them, as they'd planted on their ancestral land without permission. The settlers, however, seemed completely ignorant of that knowledge, or at least Braeburn was. He decided to let it wait until after they'd rescued Spike. At least then they had a chance of talking to the buffalo and getting their side of the story. Still… if they didn't find a solution, this would get ugly.

The girls were all sound asleep at the watering hole when he arrived, a bed already being prepared for him. Slipping into bed quietly, he soon fell into a much more peaceful sleep than the previous night, hoping he was right about what he'd said about buffalo and dragons…

The following morning, they rose up early, alert and ready to move. Dusk was asked about his findings from yesterday, but he told them he would divulge the information after they'd rescued the others. They'd conceded and made their way to the outskirts of town.

Applejack was just tying on Rarity's saddlebag, which contained a good deal of supplies. They all had their own for the hike into buffalo land. Dusk had to admit that, in spite of the situation, he was rather excited. A chance to see the buffalo up close was quite appealing to him.

"Ow! Gently, please!" the debutante requested to the farm pony

"Sorry, Rarity, but our friends are out there and we have ta be ready for a long hike into buffalo territory if we're gonna save 'em. Let's go!" She led the charge out, but they'd barely gone a few feet when they found them.

"Hi guys!"

"Pinkie!"Fluttershy tackled her to the ground. "We're so glad you're safe."

Breathing a sigh of relief, Dusk hurried to greet them, as they all rejoiced at their reunion. Dusk exchanged a hoof bump with Rainbow Dash, before they got onto the crux of the matter.

"I knew you'd be safe," he said to them. "From the way buffalo revere dragons, I was hoping that influence would be enough to keep you safe."

"It sure did and that's not all!" Pinkie gestured to a rock and out hopped the calf who had been part of the raid yesterday. In contrast to her fierce determination from before, she now looked rather sheepish and shy.

Dusk, who was surprised and elated at finally having a chance to meet one, contained himself and stood back to watch what would happen.

"We promised the buffalo a chance to talk," explained Rainbow, confirming his hopes.

Applejack had a suspicious expression on her features. "Oh, yeah? 'Bout what?"

"Um… if I may." They all turned their attention to Dusk, who tried to ignore their stares and continued. "I discovered in my investigation yesterday what I had been suspecting for a while: the Appleloosans, through no fault of their own, have planted their apple orchard on the ancient stampeding grounds of the buffalo."

"On top of things as always," remarked Rainbow proudly. "We brought our new pal, Little Strongheart here, to explain to the Appleloosians why they should move the apple trees off buffalo land."

She pushed the calf forward, so she was nose-to-nose with Braeburn, who looked rather relieved.

"That information would be quite help –" He was cut off by Applejack, who pushed him in closer too.

"That's weird. 'cause my cousin, Braeburn, here, wants to explain to the buffalo why they should let the apple trees stay."

"That would be a useful thing to – " Strongheart began, but Rainbow interrupted her.

"The land is theirs! You planted the trees not knowing that. Honest mistake. Now, you just gotta move 'em, that's all."

"They busted their rumps here!" argued Applejack. "An' now they're suppos't ta bust their rumps again, jus' 'cause some buffalo won't stampede someplace else?"

"Plant the trees somewhere else!"

"Where?! It's the only flatland around these parts!"

"The BUFFALO had it FIRST!"

"The settler ponies need it to LIVE!"

They both dissolved into squabbling and bickering, which wasn't helping them in any way whatsoever. Dusk was about to try and step in, when Twilight stopped them.

"Look! Both the settlers and the buffalo have good reasons to use this land. There must be something we can do…"

"Hey! I've got an idea!" Pinkie jumped up and fell on the floor. "Bring all the ponies and buffalo to the outside of town in about half an hour and you'll see. Come on Spike, I'll need your help. We'll need a stage, a piano and some dancing ponies!"

With that, Pinkie grabbed his claw and dashed off to prepare… whatever it was she had in mind. Rainbow Dash hurried to convey the message to the buffalo, whilst Applejack and Braeburn went to round up the settlers. They were all confused, but they had little choice and they were rather curious to see what Pinkie had in mind.

Dusk was still pondering this about twenty-five minutes later, idly shifting the sand below his right forehoof. Pinkie was rather random and unpredictable, so he didn't have the faintest idea. He just hoped that, whatever it was, something good.

The buffalo were a peaceful people, for the most part. If they felt their ancestral land was threatened, however, they would take steps to defend their heritage. Violent steps if necessary. He was hoping that it wouldn't come to that. Violence, with the exception of self-defence, was never the answer to anything… that much he believed.

"Excuse me, Dusk Noir?" a voice asked behind him. He turned to see the buffalo calf, Little Strongheart, who had remained with them to wait, standing there, with a friendly smile on her face.

"Um… yes, er… that's me." Quashing his initial nervousness, he raised his head high and said, "May the ground stay strong beneath your hooves."

This was a formal buffalo greeting between two unknowns. Raising one's head was a gesture of friendship and respect. Lowering your head was more aggressive and hostile, indicating you intended to ram your horns at the recipient. Little Strongheart seemed rather surprised at his knowledge of this, but she recovered herself and responded in kind, gently butting their heads together to complete the greeting.

"Your friend Fluttershy was right: you have knowledge of buffalo customs," she noted admirably. "She said that wanted to meet one of our people, so… here I am."

"Did she? Well, I'm grateful to her." He returned her smile, glad they were getting along so far. "Yes, I do have knowledge of your people, modestly speaking. But the things I've read from books can't hope to compare with your first hand experience of growing up as a buffalo. There's so much I could learn from you…"

"You are very kind," she said respectfully. "I only wish we were meeting under more peaceful circumstances."

"As do I," Dusk said regretfully. "I'm sorry, for what the settlers have done to your land."

"It's not entirely their fault, they didn't know." At least she was reasonable, thought Dusk. "I just hope that we can come to a solution. I would much rather be friends than enemies."

"The feeling is mutual. I'm sure that you and the settlers can come to an agreement that leaves both sides satisfied."

"I certainly hope so." She looked at Dusk curiously. "What do you think the pony Pinkie Pie has planned?"

"Honestly, I have no idea," confessed Dusk. "She can be quite… unpredictable at the best of times, I think you'll find."

"She certainly can," she agreed, laughing. "I don't think I've ever met anyone like her. You ponies, you say something different, don't you?"

"Yes, er… we do. We say 'anypony' and 'everypony', things like that," he taught her. "Unless, of course, we're talking to somepony who isn't a pony, in which case we just say 'anyone.'"

"That is simple enough to understand," she agreed. "How much do you know of my people?"

"Let's see…" Dusk tried to remember the most interesting things he could. "I know a formal greeting and farewell. I know that positions in a tribe are gained through one-on-one combat with another buffalo and that calves prove their worth by participating in a stampede with the whole tribe, without falling behind. Once that's done, they are awarded their feathers, an official membership of the tribe." He gestured to hers. "You've earned yours, I see."

"Yes, just last year," she admitted proudly. "That was before the settlers moved in and planted on our land… I am most saddened by it.

"I can tell, yes." He remembered her raid on the train. "Your athletic skills are very impressive though. I watched you from the train."

"Thank you and your intelligence is equally so," she noted. There was a pause as she considered something. "I am a little curious about you ponies too. You are an… an… alicorn, yes?"

"Unicorn," he corrected politely. "Alicorns have wings and can use a magical horn. I just have the horn, no wings…"

"Ah, I see." She seemed almost nervous to ask. "So, that means you can do magic, yes?"

"Yes, it does. Would you like to see a demonstration?"

"Oh yes, very much so! If you wish, of course," she added.

He smiled more warmly, levitating some pebbles that rested in the sand nearby and orbiting them around her. She watched in wonder as they circled her, glowing as the magical aura surrounded them. He placed them back down after a few minutes and she seemed quite in awe.

It really was quite amazing how different they were, yet in some ways, they were both the same. He'd hoped that, on the day he would meet a buffalo, it would go well, but he had never expected anything like this. He still marvelled at it, as they arrived at the time Pinkie arranged. A wooden stage had been set up in the desert, Spike sitting at a piano and wearing a bowler hat.

Dusk crossed over to the girls, whilst Little Strongheart stood by her tribe leader, who she told him was called Chief Thunderhooves. The impressive bull stood next to the sheriff, Silverstar, both of them looking impatient and tense. He actually sensed that from all the participants present.

Soon, Spike started to play and the curtains opened, revealing a clam. This slowly opened to reveal Pinkie, who was wearing the dress of a saloon girl, sparkling and glittering. She wasn't actually planning to… no, she couldn't be.

Then, she started singing and all doubt was eliminated… as well as all hope.

_We may be divided  
But of you all, I beg  
To remember we're all hoofed  
At the end of each leg _

_No matter what the issue  
Come from wherever you please  
All this fighting gets you nothing  
But hoof and mouth disease  
Arguing's not the way  
Hey, come out and play!  
It's a shiny, new day  
So, what do you say? _

_You gotta share  
You gotta care  
It's the right thing to do  
You gotta share  
You gotta care  
And there'll always be a way through _

_Both our diets, I should mention  
Are completely vegetarian  
We all eat hay and oats  
Why be at each other's throat? _

_You gotta share  
You gotta care  
It's the right thing to do  
And there'll always be a way Thro-o-o-o-ugh!_

Dusk didn't applaud. Nopony applauded, except for Spike. It might just be him, but he could swear the tension between sides had increased. As creative as Pinkie's solution was it hadn't exactly been… well executed.

"It appears that Sheriff Silverstar and I have come to... an agreement," Thunderhooves said in his deep voice.

"We have."

They all leaned forward, everypony and buffalo waiting on baited breath for their leaders verdict. Would it be too much to hope that it worked?

"That was the worst performance we've ever seen," the chief said bluntly.

"Teh... Abso-tively!" agreed Silverstar.

"The time for action..." He paused to snort from his nostrils, a sign of aggression and anger, "…is upon us! Our stampede will start at high noon tomorrow. And if the orchard is still there, we'll flatten IT! AND the whole town!"

"But, Chief!" Little Strongheart tried to reason with him, but she was cut off.

"An' we Appleloosians say you'd better bring yer best, 'cause we'll be ready and waitin'," challenged the sheriff.

"But, Sheriff..." Braeburn didn't even get to finish, as both sides ran back to their settlements, to prepare… for battle.

"Oh... That wasn't the message of my song at all..." was all Pinkie had to say.

They all arrived back at town, where the settlers were already preparing for a fight. They stacked up hay bales, boarded up windows, created barricades and secured their town to withstand the coming storm

"Ah want ma kin ta have what they need ta live... But a storm's a-brewin' here. And I don't like the look of it," Applejack said grimly.

"We've just got to talk some sense into them before somepony gets hurt," Twilight suggested.

This plan, however, proved for nothing. Every Appleloosan, even the sheriff, was in no mood to consider negotiation or compromise of any kind. They were all so swept up in the anger of it all, that their judgement was clouded and their hearts were ablaze with determination. Everytime they tried to talk to somepony, they were shot down and ignored.

At the end of the day, the settlers were ready with their weapons, carts of apple pies ready to fight. The pies themselves could do no damaged, but they would confuse a charging buffalo and make him go off course. The resulting crash into a wall, however, certainly would hurt.

Rainbow Dash and Spike, who had been trying to talk the buffalo out of the stampede, came back and reported that it was the same story with the tribe. They weren't going to back down from this either.

"It's no use," Rarity despaired. "There's no way we can convince them to stop, let alone listen."

"There's always a way," Twilight insisted. "There has to be something, a middle ground, a compromise, anything!"

"I can't think of any," Dusk said. "What could the settlers have that the buffalo would want? All they want is their land and they will fight for it, make no mistake."

"An' the ponies'll defend their homes, no matter what," said Applejack.

"So… what do we do?" asked Fluttershy timidly.

"We wait until dawn… and hope." Dusk stated. It was all they could do. Maybe one of the sides would back down…

* * *

The next day came. None of them slept well. All was quiet. The ponies stood ready on the battlements. The buffalo stood ready on the ridge. It was one minute to midday. The time of reckoning had come.

"Come on, THINK. Think, think, think, think, think, think, think!" Rainbow told herself desperately.

Dusk also felt desperate. He and Twilight had both tried their best to think of a solution, but they couldn't come up with anything. He hung his head in despair. All of his knowledge, all of his supposed intellect, what good was it now? He felt so useless…

A hoof gently touched his shoulder. Twilight was smiling at him gently, as if to say 'at least we tried.' He couldn't help but return it and touched her hoof with his, grateful for the small warmth that he felt from her.

Then the bell chimed on the clock tower. It was noon. Time was up. But the buffalo didn't move, didn't charge. Dusk couldn't really see, but he could swear Thunderhooves lowered his head in submission.

"He's not gonna do it!" Rainbow realised. Yes! This was their one chance to-

_…what do you say?  
You gotta share  
You gotta care  
It's the right thing to do…_

"No!" But that was all that was needed to set off Thunderhooves. Marvelling at how much he really didn't like that song, Dusk, even from here, could hear his fierce command of:

"CHAAARGE!" With the pounding of hooves, the whole herd stampeded, making the earth shake.

"Take cover!" Dusk hurried with the others to get out of the way of the fighting. A crash told them the buffalo had breached the perimeter and entered the town.

"Don't panic! Stay together!" Dusk's cries kept them close, as they crouched out of the way of the fighting. He could see Pinkie in the middle of it all, unable to find an opening and escape.

"You girls, stay here. I'm coming Pinkie!" His quick mind going to work, Dusk analysed the quickest route through the two warring factions to get to her.

Once this was done, he proceeded to run, duck, dip, dive and dodge around incoming pies, charging buffalo and falling debris. He reached her, grabbed her hoof and pulled her to the hiding place that they were all situated in. Her dress was in tatters and she looked a little shaken, but she was otherwise fine.

"Whew… that was close. Thank you, Mr Psychic Pony," she said, smiling brightly. "I'm sorry about all this…"

"It's alright Pinkie, you meant well. None of us wanted this…" They all looked and watched the battle unfold.

Everywhere there was fighting. The buffalo were charging, using their immense strength and sharp horns against their opponents, the settlers, throwing pies, using tricks or riding them rodeo style. When all that failed, they were fighting in hoof-to-hoof combat, fighting hoof and leg, strength and horn to gain an advantage.

All of this sickened Dusk. Both sides had been living for years in peace, rarely once resorting to violence for anything. Sometimes fighting was necessary, to defend your home or you friends, but this conflict could have been avoided… should have been avoided, if both sides had just tried to find some form of compromise. It seemed nothing would stop them… until Thunderhooves was hit by a direct shot.

Then the fighting stopped. The buffalo gathered around, weeping at the sight of their fallen leader, who lay defeated on the ground. Dusk and the girls all gathered around the body of the fallen chief too. Dusk removed his hat and placed it over his heart, raising his head high out of respect for such a noble creature. Even Spike started crying, hugging Twilight firmly.

A crust of the apple pie fell into his mouth. As soon as it did, his eyes snapped open and he licked the reminder off of his face, thoroughly enjoying it.

"Hey, I've got a much better idea!"

* * *

Dusk stood from a ridge, looking down on the apple orchard. There were less trees now, for a path was being cut through the middle of the orchard. It was near completion and the buffalo were almost ready to run. Dusk still couldn't keep the smile off his face. Even he could never have considered what had happened next.

A compromise had been reached. Thunderhooves had allowed the orchard to remain on their land, provided that the Appleloosans provide them a share of its fruit, in the form of apple pie. The two sides could now live together in peace. Incredible. That was the only word for it. A whole conflict resolved… by pie.

"It seems our best hopes have been realised," said Little Strongheart, who just arrived to stand with him. "I am quite relieved, to say the least."

"As am I," agreed Dusk. "The settlers keep their homes and source of food, you get to keep your lands and get a share in one of the most delicious baked foods in Equestria."

"Indeed." They both laughed out of sheer relief at their situation. "So, what will you do now?"

"Well, our train home leaves at eleven, so I've got the rest of the day here," he told her. "Why do you ask?"

"Because I wish to extend an invitation." She faced Dusk proudly. "I spoke about you to the chief, told him about your interest in our people. He has graciously invited you to spend the remainder of the day at our home among us, if you would like to come."

"R-r-really?" Dusk couldn't quite believe this. "You'd... you'd do that for me?"

"Consider it a sign of the new friendship between our people. Between us."

Dusk certainly hadn't expected this. She truly did consider him her friend and she had done this for him, when just a few hours ago there was fighting. Friendship truly was a powerful thing, if it meant opening the door for such opportunities and wonders as it did here. His smile becoming warmer, he offered a hoof to the buffalo.

"I would be honoured that you would do this. Thank you."

"The pleasure is ours." Softly, she pressed her hoof against his. It was amazing how much smaller it was. "I am glad we are friends, Dusk Noir."

"So am I, Little Strongheart." They butted their heads together and stepped apart. "After you."

"Very well, let us see how fast you can run." As the buffalo began to make their first stampede through the orchard, Dusk and and Strongheart ran among their numbers towards their home.

As they did, Dusk was quietly humming Pinkie's song to himself. It still had an important message behind it, one they had all taken to heart. Besides, it was catchy.

* * *

There's another one for you. What will Dusk learn in his time with the buffalo? I won't say anything, but I gurantee that it's quite a development… all I'm saying.

See you next time!


	17. This Land

**This Land**

Dusk stopped to catch his breath as the buffalo herd finally reached their destination, after what felt like hours of running. His legs were numb, his hooves hurt from hitting the ground and his lungs felt like they were going to burst, but it had been worth it, to take part in such a time-honoured tradition as the buffalo's annual stampede through their ancestral lands. As far as he knew, he was the first pony to run with them. He had a feeling he wouldn't be the last either.

The buffalo settlement was just like how he had read in his books. It was a small collection of tents, the fabrics made from materials that grew in the desert naturally. They were simple, rustic, yet provided basic shelter for their inhabitants. They built only what they needed, nothing more or less. Dusk admired them for that, among other things.

Little Strongheart seemed quite amused at his exhausted state, as she trotted over to where he'd collapsed. "It seems you don't exercise your body anywhere near as you do your mind."

"You can… you can… say that… again…" he wheezed in reply. "It was… was an… an honor to… to… run with you..."

"I hope so," she said, suppressing a laugh. "Will you be all right?"

"I will… I will be… I think…"

"Good, take as much time as you need. When you are done recovering yourself, Chief Thunderhooves would like to welcome you to our village himself."

"I'll… be there in… in a few minutes…" He panted again, wiping sweat from his forehead. "Or an hour…"

Refraining from making comment, Strongheart waited patiently for him to recover his strength, before taking him to the most elaborate tent in the settlement. He was ushered inside, where he soon beheld the form of the great chief of the buffalo. His hot breath snorted from his nostrils, his sharp horns gleaming in the light.

Remembering his manners, Dusk raised his head high, baring his neck to the chief and halted before him. Thunderhooves regarded him silently for about a minute, then spoke in his deep voice.

"Dusk Noir. Welcome to our village," he rumbled. "May the ground stay strong beneath your hooves."

"And may the earth tremble at your coming, Chief Thunderhooves," Dusk replied. This was the formal response when addressing a superior among their number.

Apart from a slight widening of the eyes, the chief showed no surprise at his knowledge of this. "You are not the first pony to be among our number. Your friends, Rainbow Dash and Pinkie Pie, have been here prior to you. However, you are the first to visit since our resolution with the settler ponies. You are our honoured guest and friend, young Dusk."

"Your words honor me chief," Dusk said respectfully. "I am glad that peace has been made between you and the Appleloosans."

"As are we all," he rumbled in his deep voice. "Now, is there anything in particular you would like to see during your visit among us?"

"Nothing that comes to mind. I would simply like to see whatever you wish to share with me."

"Then so be it," he declared. "Little Strongheart shall be your guide during your visit. I hope your time will be well spent."

"I'll make sure it is," affirmed Dusk. "Thank you again, chief, for this rare and unique opportunity."

"You are most welcome. May your feet be swift and your horns be sharp," he said in traditional farewell. Dusk responded in kind and left with the young calf, guiding him among the tents.

"You made a good impression on the chief," she remarked, when they were out of earshot.

"I like to think I do with anypony I meet," agreed Dusk. "Now, I am in your hooves, my friend. Where to first?"

She thought for a moment. "Perhaps you would like to see the sparring ground. It's not far from here."

"Lead on then." With that, they set off.

As they walked, Strongheart pointed out other places of interest. There was the tent of their healer, who Dusk knew administered treatments using tried-and-tested traditional methods, usually with herbal remedies and potions. There was the gathering commute, where the whole tribe would sitaround the camp in the evening, to discuss important issues or for social gatherings. She seemed quite eager for the chance to show somepony new around her home and Dusk was more than happy to let her do so.

There was her own home which they passed, the two of them catching the attention of two other buffalo, a bison and a cow. Her parents, Dusk assumed, as they crossed over to meet them.

"Mother, father," she said warmly, as they embraced her gently. So they were, thought Dusk, as he stood back to let them have their moment.

It touched him to witness this tender moment. It only served as a reminder that, while they may be different in some aspects, fundamentally their two races were the same. It made Dusk feel a pang in his heart, when he realised he missed his own parents. It felt like so long since he'd seen them…

"My daughter," her mother greeted, in a gentle tone. "It always warms our hearts to see you."

"That it does," said her father, who cast his gaze to Dusk. "Ah, this must be our pony guest then."

"It is." She beckoned him forward. "This is my friend, Dusk Noir. Dusk, this is my father, Big Earthshaker and my mother, Big Gentleheart."

"May the ground stay strong beneath your hooves," Dusk said to them both. "It's a pleasure to meet you both."

"As it is you," replied Gentleheart kindly. "You are most welcome among us, Dusk. Few ponies have ever seen our home."

"Though we hope that will change soon enough," put in Earthshaker. "Now that there is peace with the settlers, we hope that they too shall visit us in our home, if they are as willing to see it as you are."

"I share your hopes and I'm sure that they will." He smiled fondly at Strongheart. "Your daughter is both strong and wise beyond her years. I'm happy to call her my friend and that she calls me the same."

"Your words gladden us," Gentleheart said. "She is a fine young calf and she will make a great cow one day."

"But know this Dusk, the trust and friendship of our people is not to be mistreated." Earthshaker glared down at him. "If I hear that you betray by daughter's trust, I shall ram you from here to the ends of Equestria as punishment."

"Um… duly noted, good sir," Dusk mumbled, feeling fear grip him.

"Come now, my love," Gentleheart scorned. "Is that anyway to speak to our guest?"

The bull's expression softened and he sighed. "You are right. Forgive me; I am simply protective of my daughter. The time for hostilities has passed and I do not wish there to be bad blood between us."

"The feeling is mutual, believe me," said Dusk, still wary of how much larger he was than him. "I would never forgive myself if I did anything to betray your daughter's trust of me."

The bull snorted. "Let us not let these grim words sour our mood. Come Dusk, sit awhile with us."

Dusk accepted the invitation and remained there for a while, making pleasant conversation with Little Strongheart's parents, answering any questions that they asked, either about himself or about pony society in general. They particularly were intrigued by his description of their own homes, such as Canterlot and Ponyville. They both expressed a wish that perhaps they could visit them someday.

"I am sorry about my father," Strongheart said, as they left her home a few hours later. "He cares for me greatly, as any father would. But it can get annoying at times," she admitted.

"I'm not disagreeing with him, especially not with those horns," Dusk said. "I'd rather like to remain on his good side."

"As you should, or he might make good of his threat," she warned him. "Now come on, I still need to show you the sparring grounds."

It was a short walk until they reached a spot where there was a large group of buffalo circled around a small stretch of desert. Two other bulls, in the centre of the circle, stood at equal distance away from each other, their heads lowered in an aggressive stance. A fight was about to commence.

Dusk himself was no fan of violence. There were some cases where it was necessary, in self-defence or defence of a friend of loved one, but most times there were better ways to go about resolving something without hurting each other. This, however, was an integral part of buffalo culture, fighting out matters of honor or a chance to win a cow's hoof. He wasn't going to pass judgement, nor did he plan to. He would simply watch.

He could feel the crash as the two of them clashed horns, while the crowd watching stomped their hooves and cheered them on. One of them seemed more experienced than the other. His horns were more worn, though this made them look even more fearsome and there was a scar over his right eye. He had rage, yes, but it was more of a controlled determination than blind emotion. He looked to be in control and it was likely he would be victorious.

He was. The third time the two of them clashed horns, he locked his own wicked points with his foes, flicked his head to the left and bought him crashing to the floor. His opponent tried to rise, but gave in and collapsed in defeat. The victor gave a great snort and a loud roar in celebration, as did all of the spectatotrs.

"He seems quite formidable," remarked Dusk to Strongheart.

"He is. That is Big Sharphorns," she informed him. "He is probably the strongest of all of us, save for the chief. He has challenged and been challenged eight times and all times he has won."

"Quite an impressive record," conceded Dusk. "I wonder how Applejack or Rainbow would fare against him…"

"I doubt they would last long. He is larger and stronger than any pony, even among the buffalo. He is unbeatable."

"Size isn't everything and no-one is unbeatable," said Dusk. "He may meet his match, one day."

"What? You would doubt his strength?" demanded a nearby buffalo, who had been listening.

"What? No!" Dusk said quickly. "I… I'm just saying, that's all…" Unfortunately, Sharphorns had heard the comment and his eyes flashed in his direction.

"Someone doubts my feats in combat?" His eyes locked on Dusk. "You? You would question my strength, when you are no larger than a desert lizard?"

"No, no! I didn't say that," Dusk cried desperately. "Please, sir, I meant no offense."

"Oh really, pony?" He stomped his hoof on the ground. "I think you did. If you are so quick to doubt my strength, then face me yourself!"

"Sharphorn, are you mad?" called a spectator. "You would crush and kill him and our peace with the settlers would be ruined."

"He is our guest here, you should not threaten him!" added Little Strongheart.

"I am not threatening him, merely offering a challenge. He may choose to face me like a bull or bow like a cow and acknowledge my strength. Unless another of you would step in his place?"

None of them stepped forward. Clearly they feared his strength and power and he was sure of it. If this kept up, he might have the arrogance to challenge the chief himself. Dusk may not be a buffalo, but he didn't like the idea of this arrogant, headstrong bull winning and taking charge of the tribe. Thunderhooves might be strong, but he was old and might succumb to it. He needed to be humbled, shown that he wasn't indestructible. He'd beaten those two diamond dogs and they were pretty big. He could at least say that he tried.

Despite the fear that gripped him, Dusk tried to remain calm and lowered his head to the bull.

"Very well then. I… I accept your challenge." This elicited many gasps from the onlookers. Strongheart looked at him as if he'd gone mad.

"Dusk, you do not have to do this," she whispered urgently.

"I know that, among your people, refusing a direct challenge is a sign of cowardice," he murmured. "That wouldn't really look good for your first visitor, now would it?"

"You are barely a match for him!"

"Trust me, I know what I'm doing... I think..." He levitated his hat off his head. "Look after this, I don't want it getting ruined."

"I…" She looked as if she was about to argue, but then nodded and took it. "May your horns… horn stay sharp."

"It's not my horn I need," Dusk answered. Locking eyes with his opponent, he walked out into the arena.

Around his neck, the good-luck charm Twilight made for him swayed to and fro. He knew what she would say if she was here. She wouldn't understand his actions; she would tell him that it would be insane and impossible for him to even think of beating his opponent. But she would begrudgingly give in and wish him luck. The thought of her gave him strength, as did the thought of the others. They were here, with him.

"None of your magic," warned Sharphorns. "Just your muscle... what little of it there is."

"The only muscle I need is this one." He tapped his skull and lowered his head.

They stood there, facing each other off, neither daring to move first. The crowd held their breath, watching with bated breath. Then, Sharphorns charged, but he did so in slow motion, as Dusk's mind went to work.

Right, the bull's strengths: he was larger, stronger, had sharp horns and plenty of fighting experience. Weaknesses: his size made him heavier, therefor making him slower and less manoeuvrable. While Dusk had little in physical strength, he was at least smaller and faster than the buffalo. He also remembered some of buffalo anatomy and knew where his weak spots were. First, he would have to wear him down.

He dived aside at the last second, landing somewhat clumsily but unharmed. Okay, so Dusk wasn't graceful either, but he could at least stay out of his way. The bull skidded to a halt, turned and charged once more and once more, Dusk leaped aside, skidding across the desert sand when he didn't stick the landing.

This game of cat and mouse went on for a good few minutes. Sometimes, Sharphorns would try and intercept him on his dodges. Only once did this work, but Dusk got the brunt of his head rather than his horns, so apart from a little pain and loss of dignity, he was unharmed. Soon, he began to wear down, his charges becoming slower and his face sweating. Dusk too was also wearing down on his own energy. This had to be ended now or he might sustain serious injury.

"Hold still, you runt!" bellowed Sharphorns in frustration. "Are you too afraid to match your strength with mine?"

"Pretty much," admitted Dusk.

"You are a coward," growled the bull.

"That may be true, but I'm also not stupid. Only a fool stands still for his opponent. I don't want to continue this fight, Sharphorns, I never even wanted it. You can still walk away, unbeaten as you are. Otherwise… otherwise I know how to stop you and it won't be comfortable."

"You are bluffing. You are close to defeat and know you cannot win. Now... I shall end this!" With a roar, he charged once more.

Dusk waited until he had almost reached him, and then galloped forward. Jumping with all of his might, he landed on the bull's head, ran up and along his back before he could react and slammed as hard as he could on three points along his spine. He heard him cry out, as Dusk jumped off of him, collapsing in the dirt. Picking himself up, panting and dusting himself off, he looked at his opponent.

Sharphorns too lay in the dirt, but was barely moving. Dusk staggered over, still feeling a slight pain in his back and looked him over. It had worked. He had triggered three sensitive nerve points along his spine, putting him in a state of paralysis. Nothing permanent, but Dusk didn't want to try it when he was at full strength. It was just enough so he knew that Dusk didn't like to be trifled with. He didn't have time for meaningless violence. He never did.

The crowd was silent, until a buffalo roared in celebration. The others followed suit, but Dusk kept his eyes fixed on his fallen foe. His eyes flicked towards Dusk, fired with disbelief and shock.

"You fought well, but I am the victor here." He did the process in reverse to release him from immobility, his body immediately relaxing. "I don't take pride in this and would prefer that we put this behind us."

The buffalo shot up, his nostrils snorting. Dusk backed away, fearing the worst. As such, he was surprised when the bull raised his head and gave a grudging smile.

"I bear you no ill will, pony… Dusk. I hope you can forgive my earlier transgressions, as I was caught up in my triumphs."

Dusk raised an eyebrow in disbelief, before offering him a hoof which he bumped. "You're forgiven. It wasn't exactly misplaced, considering how you look like you could crush me like an ant."

"I have no doubt of that, but I could never hope to match the muscle you have in here." He gave his head a rap, forcing Dusk to the floor. He laughed good naturedly along with the others and was helped to his hooves once more. "At the commute tonight, perhaps you can tell me how you managed to… freeze me like that."

"I will. However, may I ask…?" He ushered him close. "Can you keep what I did… inside the tribe? I'd rather not be reminded of this later, I'm not… a fighter really."

"Hmph. I do not understand this but… I shall adhere to your wishes. As long as you never mention I was beaten by one smaller than me."

"Duly noted," he agreed. "I'll see you all tonight then."

* * *

Dusk received a treatment for his back, so it pained him significantly less now and there was no lasting mark. His identity, the tribe promised, would be kept secret in the fight, for which he was relieved. He was an intellect, not a warrior. He also received food, in the form of a traditional buffalo dish and some Appleloosa apple pie. The former looked bad, but actually tasted quite good and the latter was just as good, though he preferred the Apple family recipe.

He was now gathered around the camp fire with the rest of the tribe. They had all eaten and had gathered at the commute as was routine. Dusk had already explained how it was he was able to defeat Big Sharphorns, which interested some of the other buffalo there. Right now, as they had requested a story, he told them the tale of how Equestria was founded, the story that was re-enacted every Hearth's Warming Eve. While Dusk didn't think of himself as much of a storyteller, the buffalo seemed nonetheless enthralled.

"… and so, when they finally emerged from the cave," he was saying, "they realised the value of harmony and friendship that would save us. In celebration, they named the land that they founded Equestria. The three sects of society then lived in harmony and peace and still do, today."

"A fine tale," remarked Chief Thunderhooves, who was close by. "And with a fitting and valuable message too."

"That it does," agreed Dusk. "I'm glad you liked it."

"If only we knew that story during our conflict. It might have been avoided," mused Little Strongheart, many others nodding in agreement.

"That was in the past," Dusk reminded them. "We are at peace now and long may it remain that way."

"Well said!" called Earthshaker and they all rumbled in agreement.

"Excellent. Now, if there's anything else that you would like me to share with you, please ask."

The Chief hesitated for a moment. "I have something else to ask of you, Dusk." He nodded to show that he was listening. "You are a unicorn, so you have magic. If you would, I ask you to show us."

Dusk smiled as he remembered Little Strongheart's echoed request from yesterday. Deciding to share something that was unique only to him, he created clouds of swirling colour that danced and played over the fire before them or soared around the watching buffalo. They gazed in amazement and wonder, some even trying to touch the clouds as they flew. And to think, he had once kept it hidden.

When he finished, however, he noticed that Thunderhooves had a different expression on his face, like he had recognised it from somewhere, a kind of familiarity… or something along those lines. Either way, Dusk had his interest piqued.

"Chief? What is it?"

Once more, the Chief hesitated. "That power… have you never found out where it comes from?"

"No it's… it's always been a mystery." He gazed imploringly at him. "You know, don't you?"

"You have shared much with us Dusk. Perhaps it is time we shared something with you." He stood and walked towards the fire, bathed in its glow. "Long ago, when our father's father's father's father's father's…"

"Chief, he gets it," Strongheart said pointedly.

"Of course." He rumbled deeply and resumed. "When our oldest ancestors first ran across the plains, they feared the night when it first came. They did not understand it, comprehend it and so stampeded blindly in the darkness. So it was that the Bringer of the Night came to them in their distress, to lift them from ignorance."

"Princess Luna," Dusk whispered. "Go on."

"It was she who guided them through the night, to help them understand. It was told that she could shift and bend the very colours of the night, even upon herself, to take different forms and shapes. Our ancestors were forever indebted to her and so we hold a yearly celebration in honor of what she did for us."

"The Stampede of the Stars," Dusk nodded. "When you run across the plains at night, when the moon is full and at its highest."

"Indeed. It was a great tragedy when her sister needed to imprison her in the moon, to prevent her corruption…"

"She's back," Dusk told him. "She was freed and healed by the Elements of Harmony. She's ruling again."

"She is?" The Chief smiled warmly at this. "This is… good news indeed."

"Yeah…" he agreed absently. "But… what does that have to do with me?"

"Do you not see, Dusk? She could bend and shift the colours of the night: deepest black, darkest blue and shimmering purple. You seem to have a broader range and it is less powerful but… I believe that your power may well be inherited, in some way, from hers."

Dusk was speechless. He just didn't know what to say to that. He never would have suspected this at all, he didn't even know. He remembered Luna at the Contest, staring at him intently for some unknown reason. Was this it? Did she recognise his power as something similar to her own? What was she going to do then?

Dusk was in relative silence for the rest of the evening, his mind grappling with this new revelation. When he returned to the girls in the morning, he told them about all that happened but left out both the fight and this new idea. He didn't want anypony to know yet until he was sure that it was correct.

He had to know, to find out… somehow.

* * *

There we are! For those of you who are a little confused on the Luna thing, look how she moves around as Nightmare Moon in the first MLP episode. That's where I got the idea from.

But what does this mean for my little pony? All will be revealed… soon…

Up next: A Bird in the Hoof!


	18. A Bird in the Hoof

**A Bird in the Hoof**

"Great work with the pies there Spike," Dusk said encouragingly, as he finished baking another batch with his flame breath.

"Thanks Dusk. It's nice to be using it for something other than sending letters for a change." He handed the pies over to Mr Cake. "How's things out there?"

"Unduly tense and uptight," he told him. "Everypony just seems to have a hard time relaxing."

"Well, it's not every day the Princess herself visits for brunch," he pointed out.

"Touché, my assistant brother. You seem all right though."

"Well of course. I'm in here and they're out there, so I'm just fine," he said with a chuckle. "Hope this goes better than the last time the Princess came to visit."

"Why, what happened?"

"Well, it was a complete disaster. Mainly because the town was overrun with Parasprites and they started eating everything, so yeah…"

"Yes, I can see how that would be a problem." Dusk turned to leave. "I'm off to mingle, keep up the good work."

"Will do, have fun!"

Dusk stepped back out into the brunch party at the Sugarcube Corner. As Spike had said, they were hosting it for Princess Celestia, who was visiting for the day. Dusk had been here on early hours, helping to set everything up and making sure Twilight kept calm. Her perfectionist attitude was making her jittery and irritable. Not so much with him, but he simply let it wash off him. He too had some nerves of his own about the visit.

He had stood at the door to greet the guests as they arrived. All of his friends were here now, except for Fluttershy who seemed to be running late. Rarity was telling anypony who stood nearby not to ruin her dress in anyway, Rainbow was hovering bored in the air, Applejack was still unsure about how to eat her food, Pinkie was bouncing happily around the room Twilight was fidgeting nervously by the door though obviously trying to calm herself like he'd advised her.

"Oh Dusk, I hope this goes well," she'd said before the Princess had arrived. "I want everypony to make a good impression with the Princess, so she doesn't think badly of you."

"But she's already met us Twilight and you've told her good things about us in your letters," he'd reminded her. "Trust me, everything will be fine and I'm sure they'll all be on their best behaviour."

"Okay… but what if-"

"Twilight," he'd said firmly, looking right into her eyes, "trust me, it'll be fine. I'm nervous too, in fact I'm shaking in my knees, but I'm not letting it get the better of me, no matter how much I'd like to."

"Really?" She'd looked down to see his legs, which were shaking quite a bit.

"Yes, because I know how much this means to you and I'm going to do my absolute best to make sure Celestia's good impression of me, or at least I hope she has one, stays that way. I even combed my fur and mane specially, see?"

"I didn't notice." She'd smiled approvingly. "Thank you Dusk. You… you always go the extra mile for me, don't you?"

"Heh… I guess…" He'd shuffled on his hooves, and then made an excuse that he should wait by the door to greet the guests and hurried away, hoping that she didn't see his cheeks go bright red at that.

Deciding that there wasn't really much else he could do, other than be a good host to the guest of honor, Dusk turned away and made his way towards where Princess Celestia sat, sipping her tea.

Ever since Dusk had discovered about the relation that his powers might have to her sister, Dusk had been hoping for a chance to speak with either of them, perhaps find out what Princess Luna might be up to now. Besides, it had been a long time since he'd spoken to Celestia and he owed her a great deal. It would be rude to ignore her now.

She looked up from her drink and smiled as warmly ad the sun she raised at the sight of him. "Dusk Noir, how lovely to see you."

"Likewise, your highness," he replied, bowing to her. "I hope you're enjoying your brunch and if there's anything else I can get you, you need only ask."

"Thank you, but everything is fine." She gestured to the empty place to her right. "Please, sit with me. It's been a long time since we spoke."

"Of course, Princess." He placed himself next to her, looking up into her caring face.

"Well, you've certainly been busy since discovering friendship's magic. Fending off hydra, battling diamond dogs, participating in the Canterlot contest. You should be proud of what you've accomplished."

"I am, for the most part," he said humbly. "I would prefer not to think much on events involving violence. I'm a thinker, not a fighter."

"I would say that such things require a little of both." She smiled proudly at him. "It's good you don't take pride in violence though, when there are so many better ways to resolve problems."

"In this, we are like minded, Princess. I prefer intellectual pursuits to physical… not that there's anything wrong with a little exercise, now and again."

"Indeed," she laughed appreciatively. "From what she's written to me in her letters, Twilight seems to think you're quite clever. Would you say that you're clever?"

"Um… I suppose that I am quite intelligent," he said modestly.

"And that you have a wide and varied knowledge of different subjects, due to your reading?"

"I suppose… yes, I do."

"Interesting..." A cunning glint shone in her eye."Well, if you are as intelligent as Twilight Sparkle tells me you are, tell me if you can identify my pet here."

Knowing the Princess was just having a little bit of fun, he looked into the cage that she gestured to. Inside it, fast asleep on the cage floor, was a curious-looking bird. At first glance, one might mistake it for a chicken or a turkey, but Dusk knew better. From the books he'd read, he recognised the shape of the beak, the colour shade of the feathers, established what stage of its life cycle it must be at and his jaw dropped.

"Princess," he whispered, in complete awe of the creature before him, "is this really a… a phoenix?"

"Indeed she is, well done." She cast a fond gaze at her pet. "Not many ponies would be able to recognise one, especially not in her current state. It's a pity you must see her on a burning day."

"I know what you mean. They're meant to be quite majestic birds and one of them would certainly not look out of place in the halls of Canterlot."

"I'm glad you think so. Do you know much else of phoenixes?"

"Plenty," he said proudly. "Let me see… they now and again moult all of their feathers, burst into flame but are then reborn from the ashes. They can carry loads far heavier than themselves, their tears are said to have healing powers and they're quite intelligent animals, very faithful pets."

"Right on all counts, well done again." She cast a rather amused look at him."You and Twilight are more alike than I first thought."

"I like to think so too," he said in agreement.

"You said that you had hoped you would be good friends because you're rather similar. Would you say that it's worked out like you hoped?"

"Oh yes, Your Highness," he replied happily. "She's better than I ever hoped she would be. She's witty, caring, kind, clever, enjoys reading and learning, inquisitive and uh… beautiful…" He mumbled this last one, clearing his throat and levitating up his necklace. "She made me this, you know, a sort of good luck charm."

"What a lovely gesture," she remarked, examining it. "Strange stones, I must say… it seems that you're closer than I thought as well."

"Is uh… that a bad thing?" he asked nervously.

"Not at all," she assured. "I think it's wonderful that you share so much in common. It makes your friendship so much more special and perhaps…" She remained silent for a few seconds, and then brushed her words aside. "Oh, never mind. Regardless, the two of you are good friends and I couldn't be happier for you."

"Re-r-really?"

"Of course. Compared to the day I first met you, in the gardens of Canterlot, you've changed so much since then. Friendship suits you, Dusk and I hope it only makes you happier throughout your life."

"Thank you, Your Highness," he mumbled, seeing that glint return to her eye again. Trying to steer the conversation where he wanted to, he asked, "So… how's Princess Luna faring?"

"My sister is quite well. She still prefers to seclude herself than come out in public, but… some scars take time to heal." She looked slightly mournful for a bit, a shadow of sadness crossing over her face. It vanished as quickly as it arrived. "Why do you ask?"

"I'm just curious," he shrugged. "We don't really see much of her and I was just wondering as to why… making sure she's okay."

"Well, that's very nice of you to-"

"You gonna eat that?" Pinkie didn't wait for an answer, as she snapped up the Princess's cupcake in a single bite and was promptly dragged away before she could do it again. "Hey!"

"A thousand pardons, Your Majesty," begged Mr Cake, setting down a replacement cake and backing away, in case she might strike him down.

"That's quite all right, thank you." She glanced inquisitively at Dusk, who merely shrugged, trying to convey without words that she was always like that and he just went with it.

The Princess chuckled as she caught his meaning and delicately bit into the cupcake and drained her cup of tea. A rather comedic scene ensued, where the Princess finished a cup of tea, only to have it immediately refilled by the Cakes. Just to mess around with them, she pretended to take a sip and let them pour the tea and overflow her cup.

"Gotcha!" Then it was Dusk's turn to laugh, but he heard a groan next to him and saw Twilight beside him, along with Fluttershy at the head of the table.

"It's okay," he whispered to her, "it'll be fine."

"If you say so," she replied unsurely.

"Take slow, deep breaths," he advised her. "Trust me, it helps."

"Okay… slow deep breaths…" She began to comply, as Celestia turned her attention toFluttershy.

"And what about you, dear?Fluttershy, is it?" she asked her gently.

"Me?" She seemed quite surprised at being addressed."Oh yes, Your Highness."

"I understand from Twilight Sparkle's letters that you enjoy tending to the needs of woodland creatures."

"Yes, I love to take care of animals."

"As do I. As Princess, I care deeply about all creatures, great and small." At this point, a hacking cough came from the cage with the phoenix in it."Nothing means more to me than the well-being of all my subjects."

The bird weakly flew up to its perch and stood atop it, wobbling alarmingly. Even though Dusk knew this was natural, he couldn't help but grimace at the state it was in.

"Ah, Philomena, my pet. You're awake. Do say hello to our gracious hosts." The phoenix Philomena responded with another wheezing cough.

"Oh... my," murmured Fluttershy in a concerned tone.

"She is quite a sight, isn't she?" Celestia was apparently oblivious to Fluttershy's reaction Philomena's state.

"I... I... I've never seen anything like it," she finally said.

At this point, one of the guards from outside cleared his throat and whispered something in Celestia's ear. "Really?" He nodded to confirm whatever he said."Well, if I must..."

She rose gracefully from her seat. "I'm sorry, everypony. I'm afraid I have to cut the party short. The mayor has requested an audience with me. Royal duty calls. Thank you for a wonderful time. It's been a joy getting to know you all better."

With dignity and poise, she departed with her guards, everypony bowing to her as she passed. Applejack breathed a sigh of relief, her mouth-watering with anticipation.

"Now ah can eat someth'n!Ah'm starved!" To her dismay though, Mr Cake cleared the table by pulling on the cloth.

Dusk hurriedly drained the rest of his tea, scalding his tongue in the process and watched everypony leave the cake store, Pinkie doing a cartwheel and knocking over anypony that got in her way. Before anypony else could leave, they were stopped by a fiercely driven Rarity, who was also making her way out.

"Stay right where you are. All I want is a clear path to the exit. NOBODY MOVE and my dress won't get hurt! Stay back! Back, I say!"

Last to leave was Applejack, expertly balancing several fooditems on her nose and back to wearing her Stetson, leaving Twilight, Spike and Dusk standing in the middle of the room. Twilight relaxed visibly, drooping her head and wearing a resigned expression.

"Well, guys, I don't know for sure how things went with the princess, but at least no big disasters happened."

"I'm sure it went fine," said Spike. "If it didn't… I'm sure we'll be the first to know about it."

"Well said Spike," Dusk remarked. "Were you expecting any big disasters to happen?"

"Well, you never know, anything could have happened to spoil the day. You already know about the Parasprites from last time and the time before that was when Nightmare Moon was freed from her imprisonment."

"Oh. I can see where your concern came from then," he said. "But like I told you, it was nothing to worry about."

"Yeah… you were…" She sighed and looked at Dusk. "Thanks for making a good impression on her Dusk."

"No problem at all," he assured her. "I was happy to do it. Remember, it's thanks to her we're friends in the first place."

"Indeed it is." It sounded like a simple agreement, but he got the feeling that she was saying more than she was, enough to make him smile affectionately at her, which she returned.

After the moment had passed, they spent some time helping Mr and Mrs Cake tidying up everything that had been left over from the brunch. Once this was done, they decided to give themselves a little break. Spike went back to the library for a nap, whilst Dusk set off on one of his walks, accompanied by Twilight who requested to go with him, to which he had no objections.

"I just go on these when I feel like it," he explained to her, as they made their way through the streets of Ponyville. "It lets me get some exercise and I get to explore the area."

"That's as good reason for them, I guess. But if you wanted to know about the area, why not just read it in a book?"

"Oh I have, it's just that this way is more engaging and healthier."

"But if you've already read it in a book, what's the point of the exploration?" she asked him, a little confused.

"Because, Miss Sparkle, there are some things that can't be learned from any book. Most things can be, but others have to be seen with your eyes, held with your own hooves, like Pinkie sense. Who knows, you may something else one day a book can't explain."

"I doubt it," she scoffed, though he noticed her cheeks went slightly red. "I may not have been able to explain Pinkie sense, but there's nothing else in this world that can't be explained by looking it up in a book. I'll stick to reading, thank you."

"If you say so, Twi," he shrugged. "I suppose that's the studious mind-set that comes from being the protégée of Princess Celestia… not that that's a bad thing, it makes you who you are and I like who you are."

"I noticed." The blush in her cheeks deepened at this point and she gazed warmly at him. "I heard what you said to the Princess… about me."

"Did you?" Somehow, Dusk's voice became even quieter than normal. "Well… um… I…"

"You did mean it, didn't you?" she asked. He didn't respond, just nodded mutely and her expression softened even further. "Nopony's ever said anything like that about me before…"

"N-n-nopony… at all?" he dared to ask.

"Nopony," she repeated. "It was very sweet of you, that you would say that… thank you."

"No problem," he murmured, but he was glowing inside that she would acknowledge this of him. They held their warm gaze for a few seconds, when Twilight faltered, breaking eye contact and flicking her head around nervously.

"I mean um… it's nice that, as a friend, you think of me like that um… not in any uh… you know…" She trailed off and fell into an awkward silence.

"Twilight, are you-?"

He was cut off when she suddenly asked, "You spend a lot of time with Rarity."

"Um… excuse me?" he replied unsurely.

"Rarity. You spend a lot of time with her, I've noticed. Not that it's a bad thing, it's great to spend time with your friends but… yeah, you just spend a lot of time with her, that's all." She said this all rather quickly and while trying to sound casual, but coming off as nervous.

"Er… I hadn't really noticed," he said, not really sure of what else to say.

"Really? Well, I noticed it, even if you didn't, you know because I notice things about my friends, especially you because you work with me. I mean, I notice what we all do, not just you and I just noticed that about you. You know?" She was getting rather mixed up in her words and not being too clear in her meaning.

"Well… do you want me to spend less time with Rarity?" Dusk asked, hoping to clear it up and calm her down. If anything, that made it worse.

"No, no of course not! I mean, you can if you want to; it's not up to me to tell you what you should do with your friends. I mean, if it was, I'd tell you that you should be spending equal time with all of your friends, especially if they're all girls and you're the only guy. If you do, they might start thinking that there's something else going on."

"What exactly… would that be then?" It seemed like she wanted to talk about something important, but wasn't quite sure how to.

"I just thought that maybe, if you and Rarity are spending so much time together, you two may feel… something else for each other. Again, not that that's a bad thing, I'm just saying… I mean, I'm not saying that you do but-"

"Wait, hold on," Dusk interrupted, finally seeing what she was getting at. "Do you think that I and Rarity feel… like that for each other?"

"Yes, yes that's exactly what I'm thinking!" she cried, sounding relieved. "Again, not that it's bad if you do, I'd be happy for both of you if you did. It's just that… well… what I'm trying to say is… do you?" A note of pleading made its way into this question.

Dusk remembered how Rarity said that she seemed jealous when they separated at Canterlot at the school and he had noticed that a look of jealousy flashed across her face whenever he did something like hug one of the others, or even say that he was doing something with Rarity. Had she been thinking all of this time that he had romantic feelings for her? And if she did, what did that mean for the two of them?

"No," he replied simply. "I don't have… you know… romantic feelings for Rarity. We're just good friends, like I am with the others and you."

"Really? Oh." She looked quite abashed now, but at least that hysterical note had gone out of her voice. He always got concerned when she was like that. "Well… um… good."

"Why is that good?"

"Oh, no reason!" she said suddenly, with a forced smile. "I'm just er… glad that this had all been sorted out, that's all. We're all just good friends, right?"

"Yeah… right…" He supposed it was too much to hope that she may harbour affection for him as he did for her, not yet anyway. He guessed she was still grappling with her emotions like Rarity said. Deciding it would be best to change the subject, he asked, "What do you think of Celestia's sister?"

Apparently just as glad at the change of subject, she relaxed visibly and a natural smile came back. "Luna? Well she's… she's…" Twilight went silent, thinking for a few minutes, and then frowned. "Come to think of it, I don't really know."

"Why not? You girls are the ones who freed her from her corrupting power."

"I know, but we didn't really get the chance to talk to her," she explained. "They left pretty quickly once the celebration was over, but I swear I could see Luna crying when they did."

"Oh… that's rather a shame," he remarked. "I suppose it was tough for her, returning to her normal self after so long wrapped in a shroud of evil and hate."

"Well put," she agreed, raising an eyebrow at his eloquence. "Add to that, she was stuck in the moon for a thousand years and the fact everypony thought she was a monster and..."

"I know what you mean… do you know much else about her?"

"Only what most know: she's Celestia's sister, she's just as magical as her, maybe less because she's younger, she always speaks loudly… why does she do that anyway?"

"It's the Royal Voice of Canterlot," he explained. "Both Celestia and Luna used it to address their subject centuries ago, but Celestia abandoned the tradition shortly after Luna was imprisoned in the moon."

"Is there anything you don't know?" she remarked admirably.

"Quite a few things, like the answers to complex equations… I never could stand maths that much. I don't know as much science as I'd like, among other things, like things I find boring."

"Really? You don't like science?"

"Only in that I don't find it as interesting as I do other things, it's personal preference. It's not that I don't understand it and I do know some basic information, I just don't find it as interesting as most other things. I'll leave that to you, if you don't mind." He decided to steer the conversation away from his personal views and back to the topic at hand. "And about Princess Luna, don't know much about her either."

"You didn't see much of her back home then?"

"Not really. She was secluded in the castle for quite a long time after that back in Canterlot and even now she seems… well… unsure of herself."

"You thought so too? And we've never really asked about her… I feel kind of bad, now that I think about it."

"Me too," he said. "But she'll show herself more when she's ready and it's best not to rush her until then. Still… it would be good if we did see more of her."

"I know, she would be unique to talk to at any rate." She hesitated for a moment. "Do you really think that there's nothing we can do?"

"I don't really know," he admitted. "Celestia knows her better than we do; she is her sister after all. If she wants our help, I'm sure she'll ask for it. Until then, we carry on."

"I suppose that makes sense," she said, a little regrettably. "Anyway, I'm going to go over to Fluttershy's house to thank her for making a good impression. Do you wanna come?"

"No thanks Twi, I'll wait for you two with the others near the centre of town." He made his way down an alleyway that would take him there. "See you later!"

She waved goodbye and was soon out of sight, though Dusk did regret having to leave her. He followed the alley until he reached the fountain statue of a smiling pony, where the others were all gathered. Rainbow was hovering in the air, Pinkie was eating a cupcake from the brunch, Rarity was styling her mane and Applejack was balancing an apple on the end of her nose. They all greeted Dusk as he arrived.

"Good afternoon ladies," he said politely. "Nice to see you all looking relaxed."

"You said it, sugarcube," Applejack replied, not losing balance of the apple. "Don't have ta worry 'bout no manners among friends huh?"

"Perhaps you don't, but the rest of us have some standards," remarked Rarity. Pinkie chose this point to take a huge bite out of her cupcake and swallow it almost whole. "Well, most of us anyway…"

"Eh, I'm bored," Rainbow announced. "There's nothing to do and nothing's going on."

"I wouldn't say that, there's always something going-"

"Excuse me sir, are you Dusk Noir?" He turned to see the imposing forms of Celestia's guards standing behind him.

"Wow, those psychic powers of yours are _good_." He ignored Pinkie's comment and faced the guards.

"Yes, that's me," he confirmed, tipping his hat to them. "How may I help you?"

"We are looking for Twilight Sparkle and we were wondering if you knew where she was. It is essential that she be informed of a dire emergency."

"She went to the house of Fluttershy on the outskirts of town. It's the one surrounded by all of the animal homes, you can't miss it." They thanked him for his assistance and made to leave. "If I may ask, sirs, what is this emergency? Is there any way I can help?"

"If you can, that would be much appreciated. The royal pet has gone missing and we would be grateful for any help you can provide. Have you seen her anywhere?"

"Philomena?" That surprised Dusk greatly. "No, not since the brunch, sorry. I'll keep an eye open for her though and inform you immediately if I see her."

"Very well, thank you." With that, the two guards left to find Twilight and Dusk was left thinking.

"Well that's weird," noted Pinkie. "Why would that silly birdie go wandering off like that?"

"It is rather peculiar," agreed Rarity. "Oh well, we'll keep an eye out for her, just as Dusk said and report if we do see her."

"Meantime, back to it," Applejack said, returning to balancing the apple on her nose.

Realising that they were all doing their own thing, Dusk figured he might as well do something to entertain himself. Allowing his magic to take effect and his mind to wander, Dusk began to deliberate all of the details, the minutes passing by.

As he watched the swirling colours, a thought crossed his mind. Everypony knew the story of how Princess Luna had been corrupted by dark powers. If his power was in some way connected to hers, could that possibly mean that he too might become… corrupted. A fear began to creep up inside him at this idea. His swirling images of colour had always seemed harmless enough, but what if they had been slowly changing him, like a slow acting poison? Could it be that, one day, he might… stray down the path of evil?

"Dusk? Dusk dear, are you all right?" Rarity's voice snapped him out of his thoughts. "You seem to be rather… preoccupied."

"Oh um… it's nothing, really," he lied, not feeling comfortable telling them yet. "It's just something rather… complex I'm thinking of."

"Mus' be, ah swear ah could hear the cogs turnin' in yer head," Applejack remarked.

"You thinking about the Princess's missing bird?" asked Rainbow. "That thing didn't look so good, did it?"

"No, it didn't," he agreed absently. "Yes um… I was thinking about it."

"Always thinking away, aren't ya?" said Pinkie brightly. "Come on, what's going on in that unicorn noggin?"

"Give me a few minutes," he requested, glad to be pondering something else other than his possible corruption. Besides, this might be a nice mystery to unravel.

Now, the bird had been safely in her cage when he'd last seen her and it seemed unlikely that the princess would have left the cage open or let her out since then. She was in no condition to do any flying. She could have been stolen, but why? Celestia had said that very few ponies would recognise a phoenix when it was about to burst into flame as part of the life cycle. Most would just see it as a sick bird and not bother with it.

But what if somepony did take an interest in the phoenix while she was sick? Maybe they would recognise the bird and realise how valuable it was. Or maybe they would try and help it get better if they didn't know. That would be the kind of thing that Fluttershy would… wait, Fluttershy. That look of concern that she had when she saw Philomena… the fact that she'd left rather quickly after the party… he didn't even see her leave.

"Oh she wouldn't… would she?" he said outloud.

"Who wouldn't do what?" asked Rainbow. "Hey, there's Twilight and Fluttershy! They look they're in a hurry." She bolted over to the two of them as they hurried over.

Before Dusk could voice his suspicions, Fluttershy checked the floor beneath Pinkie. "Excuse me!"

"Hi!" said Pinkie, completely unfazed.

"Beg your pardon!" Twilight was doing the same with Rarity.

"Put me down!" demanded Rarity.

"What in tarnation?!" wondered Applejack, as Twilight lifted up Dusk's hat and checked underneath it.

"Pardon my intrusion," Dusk put in as she placed it back on his head, "but might I inquire as to what's going on?"

"Sorry, but we've gotta find-"

"The princess's pet bird!" It was the two guards from before. They were looking up to the top of the fountain, where Philimena stood, her feathers almost gone and looking worse than ever. Well, at least that confirmed his suspicions.

"Philomena, come down from there! You'll hurt yourself!" ordered Fluttershy.

The phoenix chose,a this point, to violently convulse and cough excessively. With an acted death rattle, she collapsed on the fountain. Then, she stood up again, coughed once more and proceeded to fall straight off of the statue and hurtle towards the ground.

"I'll catch you!" Fluttershy hurried forward, but Dusk knew it was futile. Any second now…

Just as the Pegasus reached her, Philomena burst into flame and landed in Fluttershy's hooves as a pile of ash. Everypony gasped, except for Dusk and Fluttershy, the former raising his eyebrows at the sight and the latter whimpering and crying, tears streaking down her face.

Dusk was about to try and tell her there was nothing to worry about and comfort her, but Princess Celestia chose that moment to arrive on the scene.

"What is going on here?" she demanded, as everpony bowed. "Twilight?"

"Yes, Your Majesty," she responded, proceeding to explain, "there's been a terrible accident."

"It's all my fault," interjected Fluttershy.

"No, Princess. Fluttershy didn't know any better. It was my fault."

"I'm the one who did it."

"But you were only trying to help."

"Some help I was."

"Will ya let me do this? She'll go easier on me."

"But it's my fault!"

"No, it's my fault!"

"No, it's my fault!" piped up Pinkie unexpectedly. "Wait, what are we talking about?"

"Thanks for trying to protect me, Twilight, but..." Nervously, she stepped forward and faced the princess. "Princess Celestia, I'm the one who took your pet bird. I really was only trying to help the poor little thing. Then I was gonna bring it back to you, honest. So, if you wanna banish me and then throw me in a dungeon in the place that you banish me to, then that's what I deserve."

At this point, the princess had crossed over to the pile of ashes that had once been Philomena. Dusk was now bending over and examining it too, nudging it a bit with his hoof and glancing up at the Princess.

"Shouldn't she have reformed by now?" he asked her.

"Reformed? What do you mean?" Fluttershy asked desperately.

"You'll have to excuse her," the Princess said, then addressing the ashes said: "Oh, stop fooling around, Philomena. You're scaring everypony."

The ashes rose into the sky as a thin tendril, gathering at a single point in the sky. Once this was done, there was a blinding flash of light and a majestic, red-and-gold feathered bird hovered gracefully in the sky, soaring on the wind, with everypony gasping and staring. Even Dusk, who had been expecting this, laughed in sheer joy of watching her fly.

"I don't understand!" Fluttershy stared at her, as she came to a rest on Celestia's leg. "What is that thing? What happened to Philomena?"

"This is Philomena," she told her. "She's quite a sight, as I said. But nothing unusual for a phoenix. Isn't that right, Philomena?" The bird gave a musical call in reply.

"A...A phoenix?"

"Dusk, why don't you explain?" invited Celestia. Honored that she would let him, Dusk stood next to Fluttershy and pointed as Philomena took flight once more.

"The phoenix, also known as the Flamed Bird and the Monarch of the Sky and well-deserved titles at that. Incredibly magical and rather rare, they can live for hundreds of years, usually looking like this until a day like today, when they need to renew themselves from the long years. When that happens, they gradually moult their feathers and spontaneously combust, burst into flame that is, at the end of it, essentially dying. But then, as you saw, it is reborn from the flames, just as majestic and glorious as before. A strange lifecycle it must be said, but a very unique animal."

"Well put. It's rather melodramatic if you ask me," the princess said in an undertone to them both. "I'm afraid, mischievous little Philomena here took the occasion to have a little fun with you, Fluttershy. Say you're sorry, young lady." Philomena, looking ashamed, made an approximation of an apology to Fluttershy.

"So... aren't you gonna banish me? Or throw me in a dungeon? Or banish me and then throw me in a dungeon in the place that you banish me to?" she asked nervously.

"Of course not, my little pony. Where on Earth would you get such an idea?" Dusk noticed that Twilight's gaze shifted away from them at this point and smiled to himself.

"I guess I have some imagination," covered Fluttershy, who also noticed and shared Dusk's smile.

"Fluttershy really did do everything she could to try to take care of Philomena for you," added Twilight.

"And I do appreciate that your heart was in the right place, child. But all you had to do was ask me and I could have told you Philomena was a phoenix and saved you all this trouble. Or you could have asked Dusk, as there seems to be no limit to his knowledge," she said in addition, smiling at him fondly, as he blushed and remained silent.

"I know. I shouldn't have jumped to conclusions. Next time I'll ask before taking matters into my own hooves."

Twilight suddenly had a thought, as her eyes widened. "Should I write you a letter about that lesson, Princess?"

"No, that's quite all right," assured Celestia. "I think I can remember."

Philomena chose this point to fly above Fluttershy's head and bestow one of her feathers on her, which came to nestle between her ear, as bright as a gold coin and as fiery as molten lava.

"It's beautiful." She gazed affectionately at the bird. "Thank you, Philomena. No hard feelings."

The two guards came back, this time with Philomena's cage. Rainbow Dash, hatching an idea, flew up to the bird and whispered something indistinctly. Philomena then landed in between the two guards and tickled their noses with her wings. Unable to contain themselves, they burst into fits of laughter and soon they all were, at the sight of the well-disciplined guards losing control of their composure.

Dusk couldn't help it. He laughed too.

* * *

Later that evening, back at Canterlot Castle, Princess Luna was bringing out the stars and the moon, in preparation for her vigil as Princess of the Night. While the spell did need much magic, it wasn't as much a toll on her strength as it usually was, for which she was glad. Smiling as the stars began to twinkle above, she waited for the return of her sister.

It was not just out of missing her, although that was part of it too. Before she'd left, she'd asked her to speak to the pony known as Dusk Noir. The abilities he'd shown at the Magic Contest were what had drawn her attention to the unicorn stallion. He had the power yes, but for his personality… she had to find out about that as well… to see if he matched completely.

She came a few minutes later, joining her at the balcony where she stood. "Ah my sister, you've done it again."

"Thanks Tia," she said, using the affectionate name for her sibling. "How was the visit to Ponyville?"

"Just lovely," she told her fondly. "The ponies were all very hospitable, Twilight and her friends are just fine and even Philomena has finally renewed."

"Ah, and about time too," she agreed. "She's been looking dreadful for days."

"Yes, I'm rather glad for it myself," she agreed. "How have things been here?"

"All quiet, nothing new," she reported proudly.

"Excellent." She was silent for a few minutes. "I spoke to Dusk Noir while I was there too."

"Oh… him?" She tried to remain casual on the subject. "So… what's he like?"

"A perfectly pleasant and intelligent little pony, much like my student," she said simply, as if that would be enough.

"Really? That's it?"

"Well, what else would you need to know?"

"Tia, you know what I need to know, I need to know if it all points to him," she said urgently.

"Luna," she said in a firm voice, "while I do support you in whatever you do, as your sister, I feel that this time you may be mistaken. Fore Sight's later writings were not as sane and stable as they once were and the text that you've been referring to falls into that category."

"But the rest of them were right, why would this one be?" she asked her. "He was so sure of what he saw, what he had forseen…"

"I can't be sure, but it might be best if you let this go. He's a good-hearted young pony, no more, no less."

"But-"

"Luna, please." Partially pleading, partially ordering, the younger sister knew it was pointless arguing.

"Fine… if you say so," she sighed, admitting defeat.

"Thank you. Now, I need to get some rest," she decided, ending their discussion on the subject. "Besides, if you want to know more about him, why not speak with him yourself?"

With that question, Luna was left alone, staring out into the vastness of the night that she bought. She found it rather frustrating that her elder didn't support her in her belief of this particular pony, that it seemed like the ancient writing would highlight him. Although, this last question made her remark to herself:

"Perhaps I will, my sister, perhaps I will…"

* * *

Ooh, more mysteries and an interested Luna. How will this go down with young Dusk? Find out next time, in the Meeting of the Moon…

BTW, if you wanna know what Dusk looks like, check my profile and you'll find a code for him in the pony creator. Thanks to Alex Phoenix Wing for getting me started on it.


	19. Meeting of the Moon

**Meeting of the Moon**

"Dusk, what's wrong?" asked Twilight in the library while they were working. Dusk placed back the book he was levitating, but didn't turn to face her.

So, they had noticed. They'd noticed how he'd been acting a little distant with them since yesterday, while the princess was still here, after he'd had his… revelation. He'd been dwelling on it, not really listening when they'd been talking to him and had left earlier than normal. He hadn't missed the looks on their faces, as he'd acted similarly in the old days, before he'd saved them from the Paraserpent. Perhaps there was some kind of agreement between them for if he started acting like that again.

So Twilight, the one who knew him best and who he had deeper feelings for than any of them, had probably been asked to talk to him. The question was… how much should he tell her?

"Nothing, Twi," he said, trying to sound casual, "I just… have a lot on my mind, that's all…"

"Yes, I can tell, but that's not the whole truth." This was a statement, not a question. He felt a warm hoof on his shoulder. "Dusk, don't think you can hide anything from me. You shouldn't have to. Talk to me, please?"

He glanced at the hoof on his shoulder, and then turned to look right into her violet coloured eyes, which were shining with concern for him. She was right; he couldn't hide anything from her… except for perhaps how he truly felt for her.

"Twilight… am I a good pony?" he asked her.

She appeared confused by the question. "Well, of course you are. Is that what's concerning you?"

"No, it's just…" He paused, searching for the right words. "What if, one day, I wasn't? What if I wasn't a good pony anymore?"

"Dusk… what is this?" she asked, looking a little scared. "Why wouldn't you be good anymore?"

"Just hypothetically, what if I was?" He could hear a shiver entering his voice, but he tried to ignore it. "What if, like Nightmare Moon, I needed to be stopped to prevent me from harming anypony? Would you stop me, imprison me somewhere?"

"Dusk, what do you-?"

"Would you, Twiight Sparkle? Would you be able to do it, despite the fact that we're friends? Would be able to do what was right, what was necessary, for the good of all? Would you? Do you-"

"Dusk please stop!" He did, only to realise that she looked to be on the verge of tears… and that he was too. "How can you ask me something like that? _Why _would you? Please… stop…"

Dusk immiedeately felt guilty and turned his gaze to the floor. "I'm sorry, Twi I… I didn't mean to upset you… I just… I just…"

"Dusk," she said softly, raising his head up gently so he faced her. "Tell me what's really wrong. Just… don't ever ask me that again. I think you know the answer…"

It was as if those words had pressed some kind of switch inside him, because suddenly he was able to tell her what he had originally kept secret. He told her about what he'd learned with the buffalo, about his powers and where they might have come from. Then, he told her about this new fear he had of what they might do to him, if they might corrupt him. All the while she listened and waited, her expression becoming even more concerned.

When he was finished, she was silent for a few minutes. Then asked, "That's what you're afraid of, that you become an evil tyrant like Nightmare Moon?"

"Yes…" He wanted to look away from her, to hide the fear that was manifesting behind his eyes, but he couldn't.

"Dusk, that's not going to happen. That's not you, I know it isn't."

"How do you know?" he asked, his tone bordering on cynical. If she noticed this, she didn't comment on it.

"I just do… don't you trust me?" He couldn't even begin to say no to that.

"I do… I do trust you. Just, what if-"

"No."

"But, what if-"

"Don't talk about that, please, because it's not going to happen." She sounded so determined, so sure of herself, that Dusk found that he almost believed her. Almost. "It won't happen."

"Okay… if you say so…" The fear was still there, but it had been lessened slightly.

"Good, now why don't you try and take your mind off of this? It's not good to dwell on something that won't even happen." With one last smile and a gentle hug of reassurance, she headed off to the East wing, leaving him alone in the West.

He turned to look at his reflection in the window. An image flashed briefly across his thoughts, his dark blue fur now black, his green eyes becoming cat-like pupils, dressed in dark battle armour. Like Nightmare Moon. Then it vanished as quickly as it arrived. Maybe Twilight was right. He shouldn't be dwelling on this.

Having an idea of how to shake his thoughts away from this, Dusk went off to look for Spike, that darker image of himself flashing once more across the corners of his mind.

* * *

While Dusk did like to ground himself in fact and realism, he always thought that the imagination and stories could offer so much more than just cold hard fact, open up worlds unknown. Worlds where ponies rode dragons and had mental bonds with them, worlds where aliens and space travel were fact, with rooms bigger on the inside and mighty star ships, worlds where the of society had fallen to ponies rising from the dead to eat the flesh of the living and tales of survival against grim odds.

He also enjoyed having hypothetical discussions, usually with Twilight, on a variety of subjects, but mainly ones that related to her studies, such as the possibility of using time travel magic, experiments that had been performed with magic to try and resurrect the dead, if they could travel beyond Equestria to the stars above. Whether realistic or fantastic, he enjoyed thinking and debating on the possibilities and ideas that they had.

That was what he was doing with Spike in the library on their break, whilst Twilight was reading from a book on magic: discussing what they would do if zombies attacked and what their plans would be to defend themselves and survive, a subject that Spike had been introducing Dusk to. While Dusk wasn't a fan of violence, he always liked stories where the characters fought against unbeatable odds and come out on top. It was one of those subjects that he'd always wanted to talk about if he ever had friends and it was rather fun debating with the baby dragon on this.

"Well, they'd have a hard time eating me," Spike was saying to him. "Thick scales would really give them something to chew on, and then I'd get 'em with my flame breath."

"That wouldn't be such a good idea," pointed out Dusk. "They don't feel pain from what you told me; fire would just turn them into walking torches. Or shuffling rather."

"Oh, good point… even so, I'm fire proof, thanks to my scales."

"But the rest of us aren't and it would take a while for them to burn regardless. You might end up destroying more than they would."

"Right, I see the problem there," he admitted. "Oh well, maybe I'd just run for it. I'm pretty fast and they're slow, so they'd never catch me."

"But they don't get tired either," he mentioned. "You have your limits, they don't and they'd catch you if you're tired enough."

"Dusk, honestly," Twilight commented exasperatedly, but she was smiling, apparently relieved that he was taking his mind off his dark brooding. "How can you talk about something so ludicrous?"

"It's just a hypothetical discussion Twi, like the ones that you and I have."

"I know but zombies, really?"

"Hey, it could happen!" leaped in Spike defensively. "Organise before they rise Twilight, cause you never know."

"I do know because zombies don't exist, so you have nothing to worry about." She shook her head, giggling. "Honestly, you two…"

"Fine, but if you end up being munched on, don't come crying to-" He stopped to grab his chest and suddenly belched green fire, the smoke going right in Dusk's face.

"Spike," he coughed from the unpleasant stench, "what have you been eating?"

"Sorry bro," he said abashedly, catching the letter that had materialised and opening it.

"So, what's the princess writing about today?" asked Twilight as she walked over.

"Well…" He paused as his eyes travelled over the letter. "For one thing, it's from Princess Luna and it's not for you Twilight… it's for Dusk."

"I… beg your pardon?" whispered Dusk in disbelief, Spike handing the letter to him.

He was right, for the scroll came with the Seal of the Moon, rather than the golden Seal of the Sun Celestia used. This one was a deep black, with a crescent moon set in the centre, stars decorating it in the middle. His eyes travelled over the elaborate writing as he read aloud:

_To Dusk Noir  
Citizen of Ponyville, formerly of Canterlot_

_Your presence is requested at the Royal Castle of Canterlot from six o clock forthwith. It is the wish of your princess to meet you and to know you better._

_A carriage will meet you at the library were thou works. At the time it is appropriate, you shall be returned home and our intentions will be complete. We look forward to meeting you soon._

_As written by your ruler_

_Princess Luna  
Bringer of the Night._

"Wow, a royal summons, from Princess Luna!" Twilight looked very excited. "Dusk, this is such an honor that she would want to see you personally!"

"Yeah… that's what I was thinking," he murmured, still trying to take it all in.

"Six o clock, that's only half an hour from now!" she exclaimed. "Oh my gosh, that's not a lot of time. Let me see…" She looked him over with a critical eye, assessing his appearance. "Oh… um… oh, I'm sure you look fine. At least, I hope you do, I wouldn't want-"

"Twilight, calm down," Spike said.

"Calm down? How can I calm down? Don't you want him to make a good impression on Princess Luna?"

"Well-"

"Exactly!" She pushed him urgently upstairs. "Come Dusk, you need to make sure you look your best for this."

Mainly for Twilight's benefit than his, Dusk let her comb his mane so it looked neat and presentable, made sure his fur wasn't too scruffy and talked him through some quick instructions on how to behave in front of royalty. It wasn't stuff Dusk didn't already know, but he was feeling extremely nervous about this and he hoped that this session would calm him down, as well as Twilight, who was fussing over him like his mother, while Spike sniggered in the corner.

"W-w-why do you think she wants t-t-t-to talk to me?" Dusk asked her, as she ran a comb through his mane.

"I think I can take a good guess," she replied nervously. "She wants to know about your powers."

"Y-y-you think so?"

"It's the only reasonable explanation. Now come on, we need to get you ready!"

That got the wheels in Dusk's head turning, if nothing else.

So, Luna finally had taken an interest in him, enough that she had requested him personally to meet her. All sorts of questions tumbled over each other in Dusk's head: what would she think of him? Had she made the connection between her powers and his? Would she issue a warning, a caution against them? All of it made it very hard to relax, so that by the time the carriage arrived, Dusk was still shaking.

"Okay," Twilight was saying, still fussing, "always address her respectfully and politely."

"Right."

"Take your hat off when you meet her too; I don't know how she might take it."

"Okay."

"Try to relax, breathe deeply and stay calm."

"E-e-easy for you t-t-t-to say," he stammered, trying very hard to control his breathing.

"Oh Dusk," she said pityingly, gazing softly at him. "Sorry I'm fussing so much, but I want this to go well for you."

"So do I…" he said quietly, climbing up onto the carriage, as she gave him a reassuring hug.

"Just be yourself and you'll be fine," she advised. "And… good luck."

"Yeah, good luck bro!" called Spike. "Let us know how it goes!"

"I will, see you later!" he cried, waving to them as the carriage took off into the sky, bearing him towards Canterlot once more.

He truly was thankful to Twilight for trying to make sure this went well. Her concern for him just served to show how deep their bond of friendship was; even it had made him feel a little more nervous as a result of it. Still, she had tried her best to prepare him and he was grateful for it. He just hoped that it would go smoothly, or at least not be a complete disaster.

In addition to his nerve-wracking fear, Dusk's fear of heights and flying was starting to kick in again. Trying his best to calm himself, he turned his attention to the Pegasi that were pulling the carriage. Their fur was the colour of grey and their eyes were yellow, their wings leathery membranes, like those of a bat rather than a bird. Princess Luna's Shadow Guard, her own elite warriors and chauffeurs. They must have started recruiting again now that she was back on her throne, for they hadn't been seen for over a thousand years.

They arrived at Canterlot as the sun was beginning to set beyond the horizon, landing at the foot of one of the tall towers. The guards reared and whinnied, bringing the carriage to a stop and, still shaking, Dusk climbed down from the seat and shuffled along. One of them strode forward to meet him.

"You will wait," he ordered and entered the tower the door slamming shut behind him.

Dusk was now left alone, with only the remaining guard for company. Aside from when he first met Twilight, he'd never been more apprehensive in his life and even this occasion seemed to top that. Celestia was relaxed and kind, but Luna was authorative and formal and would probably have higher standards of expectations where manners were concerned. Would she deem him passable with how he normally was? How would this go?

He was quickly checking himself in the reflection of the carriage when the guard came back downstairs and looked at him hard. Dusk stood straight and waited.

"Princess Luna is on the balcony at the top of this tower," he told him in a grim voice. "Be sure not to keep her waiting."

"I-I-I won't and thank you sirs," Dusk said quickly and hurried through the doors, trying his best not to run up the stairs.

Within minutes, he reached the top where the door stood shut. He took time to collect himself, catch his breath and do his best to stop himself shivering. Just remember your manners Dusk, he told himself, act normal and you'll be fine. I hope…

He raised his hoof and knocked on the door. "Enter!" a booming voice commanded. Gulping, he pushed it open and stepped out onto the balcony.

There stood Princess Luna, her back straight and her head high. She was bigger than Dusk, but not as much as her sister. Her fur, like his, was a dark blue, her mane having that strange gaseous quality that Celestia's did, though her sparkled with starlight instead. A crown and crest of black adorned her chest and head, her horn was long and menacing and her wings were folded back. It was hard to tell her expression, as it was blank and stony.

Dusk remembered his manners and bowed to her. For the longest moment there was an eerie silence, no doubt as the princess was looking him over, silently judging him with her gaze. Neither of them said a word, Dusk not daring to say anything until she addressed him. It was Luna who broke the silence, Dusk refraining from jumping out of shock of her loud voice.

"Greetings Dusk Noir!" she boomed in the Royal Voice, "It is good to finally meet you in person! We extend our warmest invitation to you and welcome you to our home!"

Dusk promptly bowed lower, gripping his trilby and grimacing from the volume which she spoke. "M-m-my most humble a-a-and sincere greetings, Your Majesty," he replied, his voice shaking. "I-I-I am honoured t-t-to meet you."

"We are glad to hear it," she said more quietly. "You may rise."

Dusk did so, looking her in the face. The night sky behind her shone with the stars, the beams of the moon casting a beautiful glow around her. Her stony expression had gone, replaced by a friendlier smile. She crossed to a nearby table and sat one side, raising a hoof, upon which she wore silver shoes.

"Come, the night is beginning and we shall drink some tea, to warm us against the cold."

"O-o-of course, Highness," he said, rising and crossing to the table that had been prepared.

Lune poured herself a cup of tea and looked across at him. "So Dusk, are thou well?"

"Um… q-q-quite, Your Highness," he replied, spilling a little of his tea as he poured some.

"But why does thou shake and quiver so?" she asked, sounding concerned. "Are thou cold?"

"I-I-I apologise a thousand fold, Highness," he said quickly. "I am… not cold. I-I-I just er… have some nerves with… meeting new ponies… sorry."

"Oh. Sorry, we did not realise…" she said, sounding rather abashed with herself. But she recovered herself and spoke once more. "You need not fear, for this is merely a friendly meeting between Princess and subject. We request that thou try to relax while thou are with us."

"Y-y-yes Your Highness, of course." Feeling a little better now, at least enough to stop stuttering, he took a few deep breaths and met her gaze. "I apologize, Majesty, for my lack of self-control."

"We take no offense, apologies are not necessary," she replied in a clipped voice. "We wish you to simply relax, as we said and not act as if thou are facing a manticore in the fiercest of rages, for we intend no harm to thee."

"Of course, Majesty," Dusk repeated, taking a sip from his tea to calm himself. "It's just that… this is an unexpected pleasure, meeting you like this."

"We thought as much. We have heard much of you, from our sister and from the reports conveyed from her student, Twilight Sparkle. We were intrigued by this and many other things and desired to meet you in full, to learn more about you. Your tea is satisfactory?"

"Yes, thank you princess," he answered. "Well um… what would you like to know?"

"Well, your reaction to us is not what we expected," she said, sounding almost surprised.

"Reaction, Highness?"

"Yes. While thou were nervous, that was down more to the qualities of thy character, less so to do with ourselves and how we addressed thee."

"You mean… speaking in the Royal Voice, princess?"

"Ah, so thou knows why we speak like this?" she noted with interest. "It is a mystery to most ponies apparently, for they do not seem to know."

"Well, the Royal Voice was used by both you and your sister thousands of years ago," he began to explain, his knowledge-filled head taking over. "It was tradition for you to speak using the royal 'we' and to speak in a high volume when addressing subjects."

"Correct, unless…" she prompted. Dusk realised what she was getting at and continued.

"Unless you are hosting guests at Canterlot, then the royal 'we' is still used but the speaker lowers the volume at which they speak to more respectable levels, so as not to deafen or damage the hearing of esteemed guests," he finished smartly.

"Correct once more," she said proudly. "You are to be congratulated on your intelligence, young Dusk. Not many ponies would have known such a thing."

"Your uh… words gladden me, Highness," he mumbled, sipping his tea and diverting his gaze.

"They should." She stirred her tea, placing another sugar cube in. "Our sister has also told us of your deed in the Everfree Forest, where thou did brave the dangers of the Forest and of the minion of our foe to save thy friends."

"She um… she did?" he muttered quietly.

"Of course, it was a brave act that you did, risking yourself to rescue those closest to you, not to mention you helped to defeat a deadly enemy to Equestria. Paraserpents," she hissed with disdain. "Vile creatures, we remember…"

"Indeed…" Dusk cleared his throat and spoke up. "Well, it wasn't all down to me, I mean… I had help, quite a bit and you sister was the one who beat it, not me. I was uh… acting pretty stupidly anyway, I didn't have any kind of plan. I just… ran on in there and hoped for the uh… the best. Quite unlike me, really…"

"Then you do not take pride in thy accomplishment?" she asked with a raised eyebrow.

"Not entirely," he admitted, "I know I did help, but I just um… just know it wasn't all down to er… me, that's all."

"I see…" She took a sip of her own tea, regarding him with added interest. "You are quite humble in your words and actions, we notice."

"So I've been told. Is that uh… that a bad thing, Highness, if I may ask?"

"You may," she permitted rather unnecessarily. "No, it is not. Modesty is an admirable trait, something that most ponies lack these days. Still, you should still take some pride in what you do, should you not?"

"Of course, yes," agreed Dusk absently, wishing to move the discussion away from this. "Was there um… anything else you wanted to ask me?"

"Yes, and we think that thou knows what we will ask of thee now," she said pointedly. "We have noticed, from thy performance at the Canterlot Magic Contest, the unique magic that thou possesses."

"Oh yes," Dusk said with some trepidation.

"Well, thou may have noticed that we were watching thee after thou performance was completed and this is why." She set down her teacup and closed her eyes, her horn glowing.

Soon, her body took on the same qualities as her sparkling mane, the same appearance as his sparkling colours. She moved as a tendril of blue, creeping across the floor like a snake, then leaping off the balcony and soaring like a bird over his head. All the while Dusk watched her fly and soar. She was magnificent, as at home in the air as an eagle and with all the grace of a swan.

She landed behind Dusk and reformed as herself, still smiling with satisfaction at the expression on his face.

"Princess, that was beautiful, if you don't mind my saying."

"We do not and thank you," she said, dipping her chin. "However, our powers were much more… extensive when we were… we were…" She paused, unable to continue.

"When you weren't yourself," euphemized Dusk, not mentioning the name of the monster she was once known as. Then, his own fears surfaced once more. "Princess… may I ask you something?"

"You may," she said simply.

"Well… you know the similarities of your powers and mine?"

"We do know of this, as do you. What is thy point?"

"Well… you became… Nightmare Moon," he said quickly and quietly. "And I was wondering… well, dreading more like if I… If I might…" Now it was his turn to stop, for fear of finishing, of the possible answer.

"Ah, thou wishes to know if, because of the similarities we have, that you too may become corrupted, as we were?" He only nodded, unable to look up at her. "Then your fears are ungrounded, for that shall not be thy fate."

Dusk felt his jaw drop and he whipped his head up to look at her. "E-e-excuse me?"

"You shall not go down the same path that we did and close thy mouth, it is unbecoming." He did so and let her continue. "We shall not go into details, but it was due to the influence of another force that turned us into the mare of darkness you know from the stories. That force was destroyed when the Elements of Harmony were used against us. Unless that force returns and targets thee specifically, which we doubt it will, you shall remain as you are."

"So… I won't be corrupted by my powers?"

"No, you will not. Does that comfort thee?"

"Yes… yes it does… more than I can say." Feeling immense relief well up inside him, he gazed up at Luna's smiling face. "Thank you, Your Highness, for silencing my fears."

"It was only natural, but we are glad that this knowledge as relieved you. Now," she added, "since there is no fear of thee becoming a stallion of evil, your princess requests that you demonstrate your powers to us."

"It would be my honour," Dusk bowed and tapped into his own magic, sharing it with his… well, kindred spirit.

Luna watched as he put on his display for her, offering no comment but obviously intrigued by what he could do with it. She now and again requested forms for him to create, usually creatures that roamed Equestria or famous historical figures from pony history, Dusk adding little bits of information of what he knew about the animals or ponies he was asked to create, Luna always raising her eyebrows at how much he knew.

"Impressive, young Dusk," she finally said, when he didn't have the energy to continue. "Your magic is very unique, even if we do share similarities where it is concerned."

"Thank… thank you, Highness," Dusk gasped, doing his best to remain standing.

"And you have only been able to manipulate colour before you, not alter your own body like we can?"

"Yes, Highness… ever since I was a foal… I wouldn't really know how to anyway…"

"Interesting, I wonder," she muttered to herself, looking thoughtfully at him. "Oh, never mind, it matters not. How is your strength faring?"

"I'm fine now," he told her, "it just takes it out of me, depending on how long I do it and how big the shapes are."

"So we noticed," she commented. "Well, if you are feeling well enough, let us walk. As thou are friends with the Wielders of the Elements, there is something thou might like to see. By the way, thou may wear thy hat, if thou so wish."

"Of course…" Letting her lead the way, Dusk began to follow her through Canterlot Castle, happy to be putting his trilby back on.

They walked back down the stairs into one of the adjoining corridors that took them into the rest of the Castle, all manner of doors lining walls leading to other rooms and places. Guards who were on the night shift, a mix of Celestia's Sun Guards and Luna's Shadow Guards, patrolled through the corridors, alone or sometimes in pairs. They bowed whenever Luna passed close to them, nodded to Dusk and resumed their march.

The layout of this building reminded Dusk of something that he'd read in a book on the Castle. "Princess, isn't the Starswirl the Bearded Wing?"

"Indeed it is, we must pass through it to reach our destination," she explained. "Besides, we thought you might appreciate it. Have thou ever been in the archive?"

"Unfortunately no, it's the most secure wing of the Castle," he recalled. "I wouldn't have the authority or the clearance. I wouldn't mind having a look though, if I could…"

"Oh yes of course," she said sympathetically. "Most unfortunate, but we thought it might appeal to thee. Look, here it is."

She gestured to a caged door to their right, through which Dusk could see long aisles of ancient and priceless scrolls and books, with a large hourglass in the centre of the chamber. Some of the most powerful and dangerous pieces of magic were contained in that room, which was why it was kept locked at all times and guarded around the clock.

"The works of the greatest unicorn that ever lived," whispered Dusk in awe of it.

"Quite a sight, is it not?" She gestured to the door opposite and led him through it. "Did thou know, young Dusk, that the wing contains not only the works of Starswirl, but also the prophecies of Fore Sight the Uncanny?"

"The prophet of the unicorns?" asked Dusk, interested by this information. "No, I didn't…"

"We did not think so, though we are surprised that you know of him, due to his obscurity in unicorn history. Do you know much of him?"

"Some things, but not a lot because there's so little on him." He took some time to recall what he knew. "He was apprenticed to Starswirl, along with Clover the Clever, gifted with the power to have glimpses of the future. It was he who first predicted the sects of pony society would come together. He married Private Pansy of the Pegasi after the union, they had children but then he left for some mysterious reason that he never explained, quite insane at the end of it. Then he died a few days after he returned… quite tragic really…"

"Yes, it was," she agreed in a regretful tone, leading him across the starlit grounds. "We were taught by him, that is to say me and my sister, along with Clover, in magic before he left on his strange quest. He had a most unique and familiar way of telling the future, one that he taught to me when he discovered I had similar talents."

This latest piece of news shocked Dusk to an even further degree. "You mean… he had my, well our… colour power?"

"Exactly, his visions came to him in swirling images of colour that only he could interpret. He could do it at will, but his visions came and went at random. It was a closely guarded secret, so it would not have been recorded, much like the time travel spells." She gave him an admiring smile. "It is possible that thou are descended from him, as you have inherited his talents, though we are not sure as to what degree."

Dusk was shaking his head in disbleif, but grinning in spite of himself. How had he ever thought that his power was something ponies might find freakish and strange, when he held resemblances for it not only in the co-ruler of Equestria, but also a figure in unicorn history. It was one of those rare occasions when he felt genuine pride for himself, that completely crushed his earlier fears. Just wait until Twilight would hear about this, he thought excitedly.

Soon, Luna told him they'd arrived at their destination. It was Canterlot Tower, which housed the living quarters of the Royal Pony Sisters, but why did Luna bring him here? She led him up a set of stairs down a long corridor, where the coloured glow of stained glass windows graced the hall with a beautiful glow. Looking around at them, Dusk saw various records of pony history suspended in time: the reign of Discord, his defeat at the hooves of the sisters, Nightmare Moon's imprisonment and the rediscovery of the Elements of Harmony.

His gaze lingered on the last one, for he had been there at its unveiling. It was strange, seeing it again now after what had felt like so long. The night he had seen it for the first time was when his life had changed forever, when he'd begun to discover the Elements himself. Albeit in his own way, of course. Tearing his eyes away from the image, he continued to follow Luna up to the end of the hall, where a large door towered over him. At its centre was the image of the sun, with a hole at the centre of it.

"This," said Luna, standing by it, "is where the Elements of Harmony are kept safely hidden. This door, and the enchantment that protects it, can only be broken by Celestia or me."

Dusk stared at the door with renewed awe, his spine tingling in the knowledge that he was in the presence of the most powerful magical artefacts in all of Equestria. "Incredible, but… why have you brought me here?"

"If you wish Dusk, we would like to show them to you." She smiled as his jaw dropped once more. "We trust you not to steal them, if you would like to see…"

Dusk didn't reply, just nodded silently, feeling so honoured that Luna would trust him this much. He supposed that, since he was friends with Twilight and the others that he would like to see them. Dusk had to admit the thought had crossed his mind more than once, just to see what they might look like…

Luna lowered her head and inserted her horn into the hole in the door. A magical blue light shone at the centre, spreading along the grooves of the door and filling the whole room with a bright light. After six lights shone in unison, the door slowly opened to reveal a purple chest on a plinth, adorned with jewels and gems. Luna levitated this off and brought them down to Dusk's eyelevel. He hardly dared to blink as the chest opened, revealing its precious contents.

Dusk gasped. They were more beautiful than he could have ever imagined. Five were necklaces, gilded in gold with a different coloured jewel at the centre of them, each in the shape of the girl's cutie marks, the facets glinting in the light. The odd one out was a diadem, again in gold with a star-shaped purpled gem set at the top. This was no doubt Twilight's element, Magic. He moved to levitate it, and then glanced up at Luna.

"May I?" She nodded, her look saying that he'd better be careful.

With as much care as possible, he levitated the diadem up to his face, revolving it slowly and examining every little detail. He did the same with each of the Elements in turn, smiling as he could feel little essences of his friends in each one, shivering at the power that they radiated. He almost felt a sense of completeness in their presence, like they were the final pieces to a puzzle that he hadn't even been trying to solve. He supposed that was a natural state to feel in, as they were literally the vessels of friendship.

He didn't know how long he stood there with them, but it was deep into the night when he put the last one back and Luna shut the chest, sealing the room in which they were kept. He let all of his gratitude of such a privilege that she presented him come out in his smile, which she returned in perfect understanding.

"We knew you might like that. Now, we have kept you long enough and you are no doubt tired." Dusk opened his mouth to insist he was fine but a yawn came out instead and she nodded gently. "Our point exactly. We shall call a carriage to bring thee home."

She led him back outside, where a carriage actually stood waiting for them. Dusk felt rather disappointed at having to leave so soon. He'd enjoyed this evening with the princess and felt that they'd made a good connection with each other. There was a certain fondness in her voice that hadn't been there at first. He could at least hope he'd made a good impression.

"Thank you for taking the time to meet me, Your Highness," Dusk said sincerely. "It was wonderful meeting you personally and being your guest."

"It was good to meet thee as well, young Dusk," she replied. "We hope to see you again in future. Sleep well and know that we are keeping vigil across this land."

"I'll sleep soundly with that knowledge." He waved as the carriage took off into the night sky, already looking forward to telling Twilight and the others about this tomorrow.

Luna watched until the carriage became a speck in the distance, still wearing a gentle smile. Tia had been right about him; he was a good-hearted stallion and she had already taken a liking to him, taking pride at being able to put his fears to rest. She didn't know if it was possible for them to be friends, with her being royalty, but she certainly hoped so.

But establishing good terms with Dusk Noir had not been the only purpose of this meeting. Already, armed with this new knowledge, she was having the guard admit her into the Starswirl the Bearded wing of the Palace, making for the archives of Fore Sight. There, she pulled out one particular scroll, reading over the passage yet again.

Despite her sisters insistences otherwise, she knew this only confirmed the details that were written down here and they most definitely related to the young stallion. And the way those stones around his neck had sparkled in the presence of the Elements... She felt some satisfaction in the knowledge that, so far, she was right about this, as had her former master.

Now, only two questions remained: when would the rest of the details come to pass and what would that mean for them and the citizens of Equestria? For the first time in a long time, Princess Luna was scared. For all of their sakes, she hoped that it didn't mean what she thought it meant.

* * *

Oh noes! What is that Luna is so afraid of? What does this mean for Dusk? What exactly does this prophecy mean? All will be revealed soon…

And speaking of reveals, there's going to be more truths coming to light next time in… the Cutie Mark Chronicles!


	20. Cutie Mark Chronicles

**Cutie Mark Chronicles**

Dusk could barely contain his excitement, as he sat under a tree, idly creating swirls and shapes of colour before his eyes, now and again checking the time to see how much longer it was before he was to meet the girls at the Sugarcube Corner. It had been too late last night to tell them what he had learned after his visit to Canterlot, but in about an hour, he would be telling them about what he had learned from his ancestor, as well as apologizing again for worrying them all. That was going to become a habit if he wasn't careful.

He'd quickly looked up a family tree in the library before he'd come out here and had soon discovered that what Princess Luna said had been true, that he was descended from the line of Fore Sight the Uncanny, which gave something of a definite explanation about his strange power. He'd also discovered, to his pleasant surprise, that Twilight was a distant descendant from Clover the Clever, as he was from Fore Sight. The two had both been apprenticed to Starswirl in the old days and it made him wonder if the two of them had been good friends as well. It meant another kind of special connection between him and Twilight, even if it was by a thousand year difference.

He was still in his private musings when a loud crash brought him back to reality and something crashed out of the tree in front of him, he stood with a start when he realised it was the Cutie Mark Crusaders, wearing safety helmets and covered in leaves and tree sap.

"See anything?" asked Apple Bloom. They craned their heads and checked their flanks, which were stained from their fall.

"Tree sap and pine needles, but no cutie mark," noted Scootaloo sadly.

Sweetie Belle turned to look at her friends. "Plan B?"

"Yeah. You know where we can find a cannon at this hour?" Not sure if the Pegasus filly was joking or not, Dusk approached them, as they didn't seem to have noticed him yet.

"Are you three okay?"

"Oh, heya Dusk!" greeted Apple Bloom happily. "Yeah, we're fine don't worry."

"How did you even…" He looked skyward to see a long wire passing overhead. "Oh, tell me you didn't try zip-lining like Spike suggested, did you?"

"Kinda," shrugged Scootaloo, cleaning herself of tree debris. "We thought it might work to get our cutie marks, but no luck."

"I didn't think it would." Dusk helped to clean them, removing the leaves with a quick spell. "You really should be more careful with what you try to get your marks."

"That's what I said," Sweetie Belle piped up. "I'd never even heard of a pony zip-lining before."

"Well it doesn't matter anyway," Scootaloo said dejectedly. "No matter what we try, we always end up without our cutie marks. And, surprisingly often, covered in tree sap."

"Maybe we should do something less dangerous?" suggested Sweetie. "Like pillow testing. Or flower sniffing."

"Dusk, whaddya think?" asked Apple Bloom. "Yer pretty smart, can ya tell us how we might earn our cutie marks?"

"I'm not sure what to say, other than to keep trying," Dusk advised. "Sorry I can't be more help, but discovering your talents is something you have to find out for yourselves. After all, everypony else has."

"Yeah, ah guess," she said sadly. Then, she perked up. "Hey, that gives me an idea."

"What does?" Dusk asked, curious.

Well like ya said Dusk, this town is full-a ponies who have their cutie marks. Why don't we ask them how they did it?"

"That's a great safe idea... right?" she added to Dusk, glancing at him for his approval.

He nodded. "That is a good idea. The more you learn how others discovered their talents, the more of a good idea you'd have of how to find your own. And it won't result in being covered in tree sap."

"Yeah," giggled Sweetie Belle. "Thanks for cleaning us up Dusk."

"Yeah, and thanks fer givin' me that idea," Apple Bloom added.

"No problem girls." He tipped his hat to them. "Well, good luck Crusaders." He was about to leave them to it when:

"Hey Dusk, how'd you get yers?" Apple Bloom's question caught him off guard.

"You… you want to hear how I got mine?"

"Well sure, we need all the help we can get with this an' you gave us the idea, so why not?" The other two seemed to agree, as they were now gazing up at Dusk eagerly.

He considered this idea, then shrugged and smiled. "Why not indeed. It's not the most exciting or thrilling of stories, but if you want to hear it…" He placed himself on the grass and let them gather around and get comfortable.

"It's okay, we don't mind." Sweetie Belle glanced at Scootaloo who seemed less enthusiastic now he'd said that. "Well, me and Apple Bloom don't."

"Alright then," Dusk said, clearing his throat and casting his mind back. "Now, when I got my mark, I couldn't have been much older than you three. I was quite different back then…

_He sat alone under a tree in one of the Canterlot courtyards, with nopony else around for a long way. He'd already checked, as he didn't want to be seen doing this. Casting one last furtive glance around, he made a bunch of colours appear in the air in front of him, making them swirl around like the froth in a milkshake._

_Dusk Noir was scared, scared of what might happen in his future. It didn't help that his mane always looked so scruffy, that he was so shy, both with other ponies and at school, so he could barely speak, but there was this weird magic that he could do. The magic that he'd never shown to anypony, not even his mum and dad. How could he, when they'd obviously think that he was stupid. He already was._

_He'd heard his parents talking about how he wasn't doing well at school, how he didn't speak up or say anything in class and that he had trouble with his work. They talked about getting him a tutor. He didn't know what a tutor was, but it sounded like it hurt. He didn't like making his mum and dad sad like this. He wished there was something he could do…_

_But what could he do? All he had was his untidy mane, his stupid weird magic and his shy feelings. He was a waste of space, a stupid pointless pony He had no friends, for he was sure nopony would want to waste their time on him. He could read and write and things, but what was so special about that? He didn't even have his cutie mark yet and already fillies and colts in his class were starting to get theirs. Why couldn't he? What was he talented in?_

"_Please, somepony, help me…" he whispered, already feeling tears beginning to fall down his face._

"Things seemed pretty bleak for me," he went on, as the girls looked at him pityingly. "I had no idea who I was or what I was supposed to do. I didn't have any friends to talk to and I didn't want to talk to my parents. It seemed like I was going to give up. Then, that's when I saw…

_BOOM!_

_Dusk shot his head up and saw something wonderful. A wave of colours, red, blue, green, orange, yellow, all the colours of a rainbow, were flying over his head. He felt a powerful wind shoot through his mane and almost lift him off his hooves. But never took his eyes off it._

_It wasn't just any old rainbow. It was something far more beautiful and powerful. He followed it as it passed over his head, sparkling and shining as bright as the sun, until it faded away on the horizon, leaving him standing and staring at the spot where it had been_

_Seeing it sparked something inside him. He didn't know what it was, but he knew how to find out. So, he stood up from the grass and galloped as fast as he could to the library. His dad had taken him there once, but he hadn't been for a long time._

_He found it pretty easy. Once there, he hurried to the section about weather and found a book called _Strange Phenomena of Equestria. _He grabbed the book, set it down on a desk and began to read through the pages. He soon found a mention of what he saw, something called a sonic rainboom. But that wasn't enough, he had to find out more._

_He started reading _Legends of Cloudsdale _and read more stories about the sonic rainboom. Then, he read a book on Cloudsdale and found out more about the Pegasus city. Then, he read about weather control, how they made clouds, famous pegasi, famous unicorns, unicorn legends, unicorn history accounts. Soon, he lost track of what he was reading and just enjoyed and absorbed the wealth of knowledge and information that he found._

_He had no idea how long he was there for, but he had a large pile of books that he had completed reading and many more that he still wanted to read. When it was time to close, he went to go and check them out at the desk. The librarian looked over them and raised her eyebrows._

"_Are you sure you want to read these books? These are more for grown-up ponies," she told him._

"_They're fine for me, thank you miss," Dusk replied in his high pitched voice._

"_If you insist, my little pony," she said, stamping them out and handing them to him, eagerly dashing off home to read them._

_The following day, they were given a surprise test in their class. The others were nervous, even Dusk. But when he looked down at his test paper, he realised that these questions were easy. He understood the knowledge that he had been reading in his books and could apply it to this test. Picking up his pencil, he effortlessly moved it across the paper, answering every question as best he could._

_When it was time to go home, his teacher had asked him to stay behind at the end of the day for a bit. Feeling scared, he approached the table to see that she had a proud smile on her face._

"_Dusk, well done, you got full marks!" She handed him his paper, where there was a big red A+ on the front._

"_I… I… I passed?" Dusk whispered._

"_Yes you did. You must have been studying hard to do that, well done. You should be proud of yourself."_

"_I… I… I…" Dusk had no idea what to say. This was the first time he'd been good with anything before. It had just been so easy._

"_Oh, would you look at that. That just proves it." He looked up and followed his teachers gaze to his flank._

_But it was no longer blank. There, at the point where his leg connected by the bone with the rest of his body, was a rolled out scroll, with little minute writing set on it. His cutie mark. Seeing this made Dusk do something that he very rarely did, as he usually had no cause to._

_He smiled._

"… and that was how I got my mark," he finished, glancing at its place on his rump. "I'd never been happier in all of my life."

"What about yer parents?" asked Apple Bloom.

"Oh, they were so proud of me," he said. "They didn't get me a tutor when it became obvious I wouldn't need one and made sure they got me a place at Celestia's School for Gifted Unicorns."

"That's good," Sweetie Belle agreed. "What is a tutor anyway?"

"It's a pony who can give extra help in a school subject if the filly or foal has difficulty with it," Dusk explained, chuckling at the memory that he used to think it was some kind of painful operation. The innocence of childhood, he mused to himself…

"Well, not that this wasn't fun, but I think we need something with a little more… awesomeness to it," Scootaloo said. "Thanks anyway Dusk."

"No problem girls," he assured, knowing that she would have said something like that. "So, who are you going to talk to next?"

"Obviously, we're gonna ask the coolest pony in Ponyville," said Scootaloo in an awed tone.

"Applejack!" suggested Apple Bloom.

"Rarity!" put in Sweetie Belle.

"Twilight Sparkle?" asked Dusk, merely joking with them and smirking at the bemused expressions they offered him. "What?"

"Come on, guys, I said "cool"! You know who I'm talking about. She's fast. She's tough. She's not afraid of anything!"

A moment of thought, then: "Pinkie Pie?"

"No! The greatest flyer ever to come out of Cloudsdale."

"Fluttershy?"

"No! Rainbow Dash!"

"Oh!" Apple Bloom remarked. "Yeah, that makes much more sense."

"Of course!"

"Let's do it. Let's find out how Rainbow Dash found her cutie mark!" She turned to Dusk. "You know where we can find her?"

"Not currently, no, but she'll be around. Somepony's bound to have seen her."

"Okay, thanks anyway. See ya Dusk!" She and the others sprinted off together.

"Have fun girls and be careful!"

"Will do Dusk an' thanks again!" called back Apple Bloom. That filly really seemed to have taken a liking to him, he'd noticed. Well, he liked to think that they all had.

Dusk had a strange feeling that caused him to glance at his cutie mark. While he was proud of his intelligence, somehow this mark now felt kind of... wrong. Like it wasn't who he was meant to be, that he'd been hiding behind a facade for a long time and, only now, was his true self starting to show. But that didn't make sense. Once a pony got their cutie mark, that was that and instances of them changing were very rare. Maybe it was just him...

Despite this, he couldn't help but smile at the memory of the day. He could still remember that day clearly in his mind, from the moment he had first witnessed a sonic rainboom, that only Rainbow Dash could pull off… wait… he and the girls were roughly the same age and Rainbow had said that she'd performed the sonic rainboom when she was a filly. Could it be, that on the same day, she had pulled it off for the first time? It was possible… wasn't it?

He stayed in that glade for about fifteen minutes, then stood up once more and made his way towards Sugarcube Corner, still feeling eager about telling the girls his proud news. When he arrived, they were all there waiting for him and immediately spun to face him, concern on their features.

"Oh my Dusk, are you okay?" Fluttershy asked, looking the most worried about him.

"Fine, absolutely fine, magnificent, spectacular, all of those positive adjectives," he said happily. "Pinkie, my usual please."

"Coming right up!" She threw a cupcake at him hard, but it was too fast and splatted on the wall. "Oops, sorry. Here…" She threw another one, which he caught with a spell and bit into. He noted, with amusement, Pinkie sneaking around him, her tongue snaking up the discarded sweet and chewing on it eagerly.

"Thanks and, just so you know Rainbow, the Cutie Mark Crusaders are trying to find you so they can hear your cutie mark story."

"Yeah, the others already said. I mean, it's only natural they'd start looking for me for how I got my cutie mark, I mean, I am pretty awesome…" She nodded in self-satisfaction, and then shook her head. "Anyway, what was it you wanted to tell us?"

"Yes, you certainly seem to be in a good mood," noted Rarity with interest. "What's the occasion?"

"Gather around ladies and all will be revealed," he promised them, taking another bite of his cupcake, swallowing it and proceeding to tell them.

* * *

"Well hot dang," Applejack expressed when he had finished telling them. "That sure no wonder y'all were grinnin' so much when ya came in here."

"Dusk, this is incredible," Twilight gasped. "The fact that you and I are both descended from the apprentices of Starswirl the Bearded himself, at the very foundation of Equestria itself, not to mention that you share a brand of magic with one of the royal pony sisters, that's… that's… amazing!"

"I second that," Rarity remarked. "Though it would have been easier on yourself if you'd just told us this from the start, rather than keep it all secret."

"Yeah, I'm sorry again for worrying you all again," he apologized. "I just didn't really know what to think of it myself and I wanted to be sure before I said anything."

"Yes but friends shouldn't keep secrets Dusk," Fluttershy reminded him. "Remember what happened with me and Rarity?"

"I know… you're right, I'm sorry," he admitted. "I guess I still have a lot to learn about friendship."

"Sure right you do, ya numbskull," Rainbow chastised, rubbing his mane with her hoof.

"Looks like you were right when you called me Mr Psychic Pony Pinkie, right?" He glanced around only to see that Pinkie had vanished. "Where'd she go?"

"I'm right here!" She came back in through the door, like she'd left and come back again. Dusk was about to ask her where she'd been, but then remembered who it was and shrugged. He'd probably just end up more confused.

Behind her walked the Cutie Mark Crusaders, Scootaloo's face lighting up at the sight of her idol. "Rainbow Dash! You're here!"

"I hear you're looking for my cutie mark story?" she asked, walking up to them in her confident swagger.

"You have no idea what I've been through today to hear that story." With the act of looking like she'd just run a mile, Scootaloo parked herself on the floor as Rainbow began her tale.

As she was telling it, a sneaking suspicion Dusk had had back in the glade was now confirmed and he allowed a smile to creep onto his face at the satisfaction. When she was done, the three fillies were in awe of this remarkable achievement, even Dusk giving an admiring whistle. Then Fluttershy spoke up.

"Wait a second. I heard that explosion. And I saw the rainbow too. Rainbow Dash, if you hadn't scared the animals, I never would have learned I could communicate with them and gotten my cutie mark." That was quite a coincidence, Dusk thought with an even bigger smile. But it wasn't over…

"I heard that boom! And right afterwards there was this amazing rainbow that taught me to smile," informed Pinkie, flashing her signature smile.

"When ah got ma cutie mark, ah saw a rainbow that pointed me home. Ah bet it was yer sonic rainboom!" Applejack declared.

"There was an explosion I could never explain when I got my cutie mark," Rarity put in.

"This is uncanny!" Twilight exclaimed. "If that explosion didn't happen when it did, I would have blown my entrance exam. Rainbow Dash, I think you helped me earn my cutie mark too!"

At this point, they all turned to look at Dusk, whose smile had turned into jaw-dropping disbelief at this news. He stammered for a bit, quite unable to take this all in.

"This… this is amazing… the sonic rainboom was the first thing I ever read about, because seeing it sparked my enthusaiasm for reading. Your sonic rainboom… the one we've all seen…" He was now shaking his head and laughing.

"We all owe our cutie marks to you!" concluded Pinkie, tackling her tp the floor.

Fluttershy leaned in close. "Do you realize what this means? All of us had a special connection before we even met."

"We've been BFFs forever and we didn't even know it!" Rarity realised.

"Even… even me?" Dusk whispered, still unable to believe it.

"Even you, sugar cube," Applejack confirmed, holding out her forelegs. "Come here, y'all."

Caught up in the moment and emotion, Dusk enveloped himself in the warm, loving embrace of the six mares who had the kindness and patience to call him their friend, when he thought that he had never been worth much of anything, these wonderful ponies who had given him so much in his life, even if he wasn't an element of harmony… or a girl for that matter. They didn't care; they just loved him for who he was.

"I'm so glad we're friends!" Fluttershy said happily.

Pinkie hugged them even tighter. "I love you, guys!"

He heard Apple Bloom and Sweetie Belle let out expressions of happiness, while Scootaloo's was one of disgust. "Ewwww... Gimme a break. Come on, Crusaders! Maybe we just need to try zip-lining again." Her suggestion, however, was ignored and she was pulled into a hug by her friends too, sighing exasperatedly.

"Hey. How about a song?" suggested Fluttershy, still caught up in the moment.

"NO!" cried Scootaloo, even as the others all agreed.

"I think I have the perfect one... if I may," Dusk asked politely. Nopony objected to his suggestion. Hearing the music start up, being caught up in the rhythm of it, Dusk moved around his friends, smiling at them, wrapping his legs around them or just exchanging signs of affection:

_So no one told you life was gonna be this way _  
_Your jobs a joke, you're broke, your love life's D.O.A. _

_It's like you're always stuck in second gear _  
_Well it hasn't been your day, your week, your month, _  
_or even your year _  
_but.. _

_I'll be there for you _  
_When the rain starts to pour_  
_I'll be there for you _  
_Like I've been there before _  
_I'll be there for you _  
_'Cuz you're there for me too... _

_You're still in bed at ten _  
_And work began at eight _  
_You've burned your breakfast _  
_So far... things are goin' great _

_Your mother warned you there'd be days like these_ ("Did she?" Pinkie asked, confused, ensuing with general laughter.)  
_Oh but she didn't tell you when the world would drop _  
_you down on your knees but... _

_I'll be there for you _  
_When the rain starts to pour _  
_I'll be there for you _  
_Like I've been there before _  
_I'll be there for you _  
_'Cuz you're there for me too... _

_No one could ever know me _  
_No one could ever see me _(He covered Rainbow's eyes from behind, as she laughed.)  
_Seems you're the only one who knows _  
_What it's like to be me _(He passed his gaze over Fluttershy.)  
_Someone to face the day with_ (He glanced at Applejack.)  
_Make it through all the rest with _(He bowed to Rarity.)  
_Someone I'll always laugh with _(He shared a hoof bump with Pinkie.)  
_Even at my worst I'm best with you, yeah _(His gaze lingered on Twilight, then they both looked away blushing.)

_It's like you're always stuck in second gear _  
_And it hasn't been your day, your week, your month, _  
_or even your year... _

_I'll be there for you _  
_When the rain starts to pour _  
_I'll be there for you _  
_Like I've been there before _  
_I'll be there for you _  
_'Cuz you're there for me too... _

_I'll be there for you _  
_I'll be there for you _  
_I'll be there for you _  
_'Cuz you're there for me too..._

The cheers and the warmth of the second embrace they did were still in the forefront of Dusk's mind when he stood with Twilight in the library, as she made her report to the princess that day.

_"_Dear Princess Celestia, today I learned something amazing. Everypony everywhere has a special magical connection with her friends, maybe even before she's met them. If you're feeling lonely and you're still searching for your true friends, just look up in the sky. Who knows? Maybe you and your future best friends are all looking at the same rainbow," she finished, gazing up out of the window.

"Gross!" Spike voiced, making Dusk laugh. "When did you get so cheesy?"

"Just write it, Spike," she told him, shaking her head.

"How about that?" Dusk said, joining her at the window. "The Weilders of the Elements of Harmony, all connected before they even crossed paths... and the one guy who tags along with them."

"That doesn't make you any less special," Twilight told him.

"I thought you would say that." He turned to look at her. "I don't think I say this often enough but... you girls are the most wonderful ponies I've ever met, especially you Twilight." It took up all of his courage just to say that, so he hoped she would take it well.

"Really?" Twilight asked, her voice bordering on a whisper.

"Absolutely. I mean, you're just so... so..." He trailed off, averting his gaze from her.

Then, he felt a warm hoof touch his for a fraction of a second and saw Twilight, her smile saying more than her words could. "Thank you, Dusk..." All too soon, she remembered herself and retracted it, blushing. "I'm sure everypony else would be glad to hear you say that..."

"Yeah, I hope so..."

"What's gotten into you two?" Spike asked disbelievingly. "Oh Celestia, save me..."

They both blushed heavily and said nothing in response to this. Sharing a fond smile with her, but too embarrassed to say anything else that might be considered romantic, they returned gazed up into the sky together.

As they did, Dusk recalled something that he once said when he first met the girls, when they threw that surprise party for him after he got out of hospital. He had sort of hinted at the sonic rainboom then, that it had inspired him in a way. He wondered if any of them remembered what he had said then...

No, he decided, that was too unlikely. Then again, today just seemed to be a day for unlikely possibilities, so maybe... maybe...

* * *

In her home, a certain blue pegasus pony also happened to be recalling what Dusk had said at that party, as those words just seemed to have stuck in her mind. She'd always wondered what he had meant, and now she knew...

_"I did always have the hope that, maybe, I would show it, that it would be as remarkable as... something I once saw, something special..."_

_"What's that?" Rainbow asked, as he smiled fondly._

_"Nothing, never mind..."_

He'd never said, possibly out of accusation of being cheesy or just out of his own modesty. He was just like that, Rainbow thought, a little sadly. Speaking as the performer of the sonic rainboom, she could say, with confidence, that it was as 'remarkable' as her own rainboom.

"Pretty awesome Dusk," she remarked, lying her head down to sleep.

* * *

And that's the Cutie Mark Chronicles! I'm sorry it was rather short this time. By the way, I've changed and added a few little details in my last chapter, if you would like to chance. The song was I'll Be There For You by the Rembrandts, quite fitting I think you'll find.

Next time, Twilight attempts to resolve her feelings for Dusk once and for all, dismissing that she doesn't have romantic feelings for him… does she?


	21. Not In Any Book

**Not In Any Book**

"How 'bout that?"

"Huh?" Applejack's voice snapped Twilight out of her thoughts. "I'm sorry, what did you say?"

"Ah'm jus' sayin' how great it is, that all-a us had that special connection 'fore we even met." She smiled in a fond way. "Really makes ya think don't it?"

"Yes um... I suppose it does," she said unsurely in response, hoping she wouldn't notice her distraction. Applejack, however, didn't miss a trick.

"Sumthin' on yer mind hon?" she asked, concerned.

"What? No, nothing, why would you think that?" Her gaze flicked to what she'd previously been thinking about.

"Ya jus' seem kinda..." She followed her gaze and an understanding expression appeared on her face. "Oh, ah see..."

"See what?" she asked abruptly.

"Ya know full well what." Applejack leant against the table in a self-assured way. "Starin' at him again huh?"

Twilight gave herself a few minutes to think before answering, as another horn blew and confetti streamed everywhere, Pinkie bouncing past as she fired her party cannon.

They were at another of Pinkie's parties, this one she had thrown in celebration of their special connection for their cutie marks. As with all of Pinkie's parties, it was bombastic, entertaining and fun. Twilight was standing by the punch bowl, watching Dusk as he was in conversation with Fluttershy across the room. At least she was, until Applejack seemed to have noticed and came over to talk.

"I don't know what you're talking about," she insisted, sipping her punch and diverting her gaze.

"If ya say so," Applejack shrugged. "So, still say yer not in love with him?"

"I still say," she responded immediately. She thought the conversation might be going this way.

"So whaddya say it is then?"

"Well... I would say that... I think it's..." She trailed off, as she couldn't answer that question. "I don't know what it might be, but it's nothing to do with romance."

"Yeah, yer probably right." Applejack looked over at where Dusk was. "Hey look, Dusk an' Fluttershy are holdin' hooves."

"What?" Turning her head sharply, Twilight flushed when she saw that Applejack had fibbed and Dusk's hoof was nowhere near Fluttershy's. "Why did you-?"

"'Cause it's so obvious ya do," Applejack said. "Twah'light, when are ya jus' gonna face facts?"

"Because I know I don't, I just can't!" she said, her voice rising an octave.

"Cool it, sugar cube, ah'm jus' sayin... look ya can try ta deny it, but anypony can tell that what yer feelin' fer Dusk is love of the highest degree. Anypony'd tell ya, any book if ya read it."

"No, they-" She stopped as she thought about what Applejack had just said. "Wait... that's it..."

"What's it?"

"The answer, the solution to my problem!" She beamed at her friend. "You're a genius Applejack!"

"Ah am?" She was staring at her like she'd gone mad. "Twah'light, what are ya thinkin'?"

"Oh you'll see," Twilight said confidently. "Because, by tomorrow, I'm going to prove once and for all that I am right and you are wrong."

* * *

He appeared to be in some discomfort when he walked in through the door. His walk was a slow, shuffling step and he had a hoof pressed to his head, his eyes rather bloodshot. Twilight thought to try and lift his mood with her own good one

"Good morning Dusk!" Twilight greeted in the cheeriest of spirits. "Lovely day isn't it?"

"Morning Twi... can you try not to talk to loud? I have a splitting headache..." He groaned and clutched his head again.

"What's wrong?" she asked, concerned.

"I think I drank too much of Pinkie's punch last night... that'll teach me to indulge myself..."

"I did warn you about that," she reminded him. "I don't know what it is Pinkie puts in it, but she says that that particular brand has a 'special ingredient' added."

"It's certainly special all right," he agreed, grimacing in pain. "Ow... it feels like a buffalo stampede in my brain..."

"Pinkie punch overdose?" Spike asked, as he came out of the kitchen. "I feel your pain bro, it's a killer."

"You can say that again... ow..."

"Hold on, I got just the thing!" He dashed back into the kitchen and Twilight could hear the sounds of bottles clinking together and liquid being poured into a glass. A few seconds later, Spike re-emerged.

"Here, try this," Spike offered, giving him a glass of red liquid, smoking from the top. "Pinkie says it's the best solution for it and trust me, it works. Just hold your nose and drink it down in one."

"Okay..." Dusk pinched his nose with magic and swallowed hard. He retched, but managed to keep it down, gasping when he'd got it all down. "By Celestia! What's in that?"

"Trust me, it's best you don't know," Spike warned. "Your headache'll be gone in about half an hour, until then... just fight through it."

"Okay, thanks..." He coughed and Twilight could smell a strong spice coming on his breath, making her grimace. "Sorry... a perfect example that the medicine... is worse than the affliction."

"So it seems," she giggled. "I hope you'll be okay, just don't drink that much punch again."

"Don't worry, I won't," he agreed, trying his best to smile. "You seem to be in a good mood today."

"Why shouldn't I be?"

"Might I inquire as to why, other than contempt that you were right... again."

"I don't have contempt for you... well, maybe a little bit," she admitted, with a giggle.

"I thought as much," he replied, still smiling and taking it in good grace.

"Let's just say that I hope to have the answer to an important question soon enough," she deflected, hoping not to get into too much detail. "Well, I have a list of things that I want you and Spike to go for. You don't have to go now though."

"No, I will, fresh air might do me good." She was touched by how dedicated to his work he was. "So, what do you want us to get?"

Happy that she'd be able to get this done sooner rather than later, Twilight gave him the shopping list. After they went through it and she gave him the appropriate finances, she waited until he and Spike were far off. This would leave her alone in the library, to commence the second item on her personal to-do list, one that she had just added now:

_Figure out feelings for Dusk._

Whether she was with him or just by herself, she was always wrestling with her emotions for him. She enjoyed his company, but only as a friend, she told herself constantly. She loved the sound of his voice, but only because he always had something intelligent to say. She didn't like it when he had to go, but only because they were such good friends. I do not have romantic feelings for him, she told herself, I do not have romantic feelings for him.

Yet… over the past few weeks, she'd been finding it harder and harder to believe her own words. Each time, the reasons she gave herself for why she couldn't possibly be having romantic feelings for him seemed more and more desperate, to the point when she felt like screaming in frustration from how completely irrational she was being. Why couldn't she just see that he was just her friend, even though they did have a kind of special connection, that they always just seemed to think exactly the same things, that they just fitted so well together…

She shook her head and rapped her head hard with her hoof. "No, stop it! Don't get caught up in that again!" Once she was convinced she could think clearly again, she tried to hold those previous feelings in contempt, as she thought over her plan.

Today, she was going to prove that once and for all. She didn't know why she hadn't just done this before, when she'd been battling with her feelings about him. She was going to look at some books that would tell her, for sure, that she didn't have romantic feelings for her friend and that was that. Having friends was one thing, but indulging herself in the outlandish dreams of romance? That was simply unthinkable.

"Right then," she said to herself, levitating _Pony Psychology _down from its shelf in the science section, "let's settle this once and for all."

She opened the book and turned to the page that she was looking for, confident that this emotional debate would soon be put to rest. Instead, she found more proof that the only feelings she could be having for him were those of love. Shutting the book, she set it aside and pulled down _Deciphering the Mind _instead. That one was probably just a fluke, perhaps this writer would have a different view on the emotions that she was feeling. She skimmed through it, found the appropriate section and read through it… no, this one said the same thing. No matter, she thought, starting to panic now. Maybe _Feelings, Emotions and You _would have the solution…

The pile of discarded books grew steadily higher and Twilight's mane grew increasingly dishevelled, as she desperately tried to find something, anything that would her prove her case against romance for her second assistant and best friend. Perhaps this one… no, nothing… this one? No, that was useless… This one was sure to have… no, there was nothing.

"There's nothing!" she screamed eventually, flinging the last book aside. "There's nothing at all! Nothing…" This last statement came out in a groan, as she bowed her head and crossed to a mirror.

Her mane was now in more of a mess than when she had woken up that morning, her eye muscles were twitching from the stress of her futile venture and she looked as if she would faint any second from how pale her face was. She smoothed herself down as best she could, looked firmly at her reflection and tried one last thing.

"I do not have romantic feelings for Dusk." Even before she had finished speaking, she knew those words sounded hollow. Clearing her throat she tried again. "I do not have romantic feelings for Dusk." That sounded even worse. One more time. "I do not… do not…"

She couldn't even finish that time. It looked like she was just going to have to accept defeat and succumb to the facts, the facts that she'd been trying to run away from and hide all of this time, even if it seemed so obvious. Her feelings for the pony who was just as well-read as she was, but so much more engaging in imagination, in the unbelievable, even when she herself simply refused to consider it…

Wait maybe that was it! Maybe the solution to her problem would be found from the pony who her dilemma centred around. If she found out how Dusk dealt with believing the impossible, then she would be able to find some way to apply that to her own predicament. It was perfect!

Dusk returned with Spike just as she put away the last of the books and smoothed down her mane, removing any trace of her desperate search from before. They'd taken just as long as she'd hoped. He seemed to be in a better state than when he left, as his smile was less forced and his eyes were returning to normal. He still was suffering from twinges by the look of it.

When he asked her if it would be okay if he went down to Sweet Apple Acres, she not only told him that yes of course it would be, but that she would go with him. That would give her time to ask him what his view was on his own beliefs. So, leaving Spike in charge of the library, the two of them headed in the direction of the farm.

"So, why the sudden visit?" she asked him, when they shut the door.

"We bumped into Applejack while in town and she told me that they'd just finished baking an apple pie down at the farm, so she invited me to come over for a slice." He licked his lips in anticipation. "I do so enjoy that pie."

"I can tell." She walked with him in silence for a bit, then asked what was on her mind. "How do you do it Dusk?"

"Do what?"

"How do you… believe things without little or any proof? You know like blind faith?" She cocked her head at him. "I've noticed that about you. You believed in Pinkie sense before I did, you walked out on a stage and performed, despite what you thought of yourself and you ran into the Everfree Forest to save us, even though you had no idea where we were or how to find us."

"You had to bring that up," he mumbled, blushing though he still smiled.

"Yes I did. I'm not saying it's a bad thing, I just want to know… why?"

"Well, I think we can rule out that last one, I was just in over my head that time and I still marvel that we escaped in the first place," he started. "But the rest… well… it's kind of hard to explain."

"Try me," she prompted. "We're both intellects, aren't we?"

"Okay then…" He thought for a moment. "Well, you know my colour talent?" He demonstrated by making a mini version of herself canter by.

"I do yes," she laughed, marvelling at it until it faded away. "Go on."

"You see, until recently, for the longest time, I could find no explanation for it, no reason how or why I had such a unique power. I delved into as many books as I could find, even the dullest science journals on magic, just to try and find something. In the end, I realised that I would never find the answer and… that didn't bother me.

"I realised that I couldn't explain it, but that didn't make it any less real, any less believable or good. I just had it and that was that. That was then I came to another revelation: there are lots of things that we can't explain in this world, lots of things that, even with science, we still find it hard to find explanations for. But just because we can't explain them doesn't mean we can't believe them, like with Pinkie sense.

"That's why I never really read into science that much, because it's too grounded and inflexible. I respect it, but I don't really have much interest in it. That's why I also read into novels that are fantastic rather than realistic, because they're so much more fun and exciting and make my mind imagine the impossible. Like when you read Daring Do. You know what I mean, right?"

Twilight was silent at this. She hadn't really expected something like that. She knew Dusk was intelligent, but that was rather… profound and it made sense. She still had her own beliefs, but now she understood better why he did believe in the supposedly impossible, or rather the things she thought was impossible. Like her having romantic feelings for him… suddenly, that didn't sound so bad now….

"Twi? Twi, you okay?" His expression of uncertainty had returned. "I'm sorry if I haven't explained it well but… that's just how I feel. That's not bad, is it?"

"No," she said softly. "No, not at all. In fact, I think it's quite remarkable."

"Really? You… you think so?" She had to suppress a giggle at how nervous he now looked, like her judgement decided everything.

"I really do. You've always had more belief, perhaps understanding, in the extraordinary than I have. I have facts and figures, so do you, but you have so much more imagination. It's one of the things I like about you," she added, smiling warmly at him. "It doesn't make you any less clever, it just makes you more… open."

"Really? Hm… I never really thought about it like that," he remarked, returning her smile. "Thanks Twi. Additionally, your belief in finding the facts is one of the things I like about you."

"That's nice to know, thank you." She looked up the road. "Oh look, we're here!"

"Ah, I can smell the pie already," he sighed at the sight of the vast barn. "You get the first slice though, I insist."

"How kind of you, good sir," she replied smartly, blushing at his politeness. She caught sight of the peach-coloured pony approaching them. "Hey there Applejack!"

"Dusk an' Twah'light, nice ta see ya both," she greeted happily. "Ya didn't tell me y'all were bringin' company Dusk."

"You don't mind, do you?" he asked her unsurely.

"'Course not, the more the merrier," she assured him. "Y'all head on in, ah want ta talk with Twah'light fer a bit."

Dusk didn't object, though he did flash a look of concern to Twilight. She gave him a smile that she was fine, he nodded and headed inside. Applejack promptly turned to look at Twilight.

"Ya seem like yer in a good mood Twah," she noted.

"Why shouldn't I be?" she echoed, feeling a sense of déjà vu. "What did you want to ask me Applejack?"

"Jus' if anythin's happened concernin' our friend." She gestured her head to the barn. "Anythin' you'd like ta tell me?"

Twilight considered telling her the conclusion that she had, at least partially, accepted, but decided she didn't want anypony to know yet until she'd figured it out completely. "No, I don't think so."

"You sure?" Twilight only nodded. "Well, if ya say so. Come on, before Dusk eats all the pie."

"I don't think he will, but let's go," Twilight agreed, surprised at how eager she was to re-join Dusk.

There were still some things that she'd like to figure out for herself before she made any kind of major decisions, but she found herself enjoying imagining the possibilities. Maybe having romantic feelings for a pony like Dusk wouldn't be so bad… it certainly wasn't impossible.

* * *

Took you long enough Sparkle.

I'd like to thank Alex Phoenix Wing again for inspiring me with this particular idea for this chapter and for his latest detailed review, along with all of my other reviewers and readers for sticking with Dusk thus far. You're all what gives me the motivation to keep me writing, so thank you.

Next time, will all end well in Owl's Well that Ends Well?


	22. Owl's Well That Ends Well

**Owl's Well That Ends Well**

It was a perfect division of labour between the two assistants of Twilight Sparkle in the library that evening. Dusk, in charge of library duties, was packing the quills, ink and parchment into the red cart that they were going to bringing up the hill, whilst Spike, who did the domestic duties, was packing up the food, punch and picnic blanket for after the shower would be completed.

Dusk was quite looking forward to the shower tonight. Though he didn't have a diverse of astrology, not as much as Twilight, he would be looking forward to the sheer beauty and wonder of the centennial event that would be taking place. It was meant to be spectacular, a cluster of sparkling stars shooting across the sky. How very fortunate they were that it would be happening tonight.

"This meteor shower tonight's gonna be amazing!" said Twilight from above.

"No arguments from me," remarked Dusk, as he levitated the quills neatly into the cart

"Awesome!" added Spike, throwing some bananas into the mix

"You know, this shower only happens once every 100 years," she informed.

"A centennial celebration!" noted Spike, as he juggled some apples into the cart, permitting a low whistle of admiration from Dusk.

"We better get a move on!"

"Don't wanna be late!" Dusk hurried forward as Spike had some difficulty with the punch bowl, placing it delicately on the top. "There. Thanks bro."

"No problem little bro," Dusk assured, sharing a high hoof with him.

"Dusk, did you grab my quill and ink?"

"Affirmative," saluted Dusk.

"Scrolls?"

"Placed and packed, as requested."

"Excellent! And Spike?" she turned to the dragon.

"I've packed a telescope, apples, bananas, fruit punch and my freshly baked home-made triple-decker nut-crazy vanilla cream cookies!" He held up the dish of sugary treats to prove his point, traces of crumbs around his mouth.

Twilight giggled at the sight of this. "I can see that." This prompted him to lick the crumbs off his face. "Once again you've read my mind, Spike. And that is why you are my number one dragon assistant." She proceeded downstairs, Dusk following behind.

"I'm sorry. I didn't hear you." Dusk chuckled, knowing full well that he had and he just liked having his ego stroked.

"That is why you are my number one dragon assistant," she repeated.

"Missed that! Huh...?"

"I said-" She stopped herself when she realised what he was getting up to. She giggled and shook her head. "Oh you… and Dusk, you've proven once more that you can be reliable, efficient and helpful."

"I try my best," he said modestly, shrugging as they reached the door. "Spike's been around longer than me though, he deserves the number one position more."

"He's my number one _dragon _assistant," she emphasized, "but you are my number one _pony _assistant."

"Really?" he asked, touched that she took him into consideration. "Number one pony assistant… I rather like the sound of that."

"Well, don't let it go to your head; you're supposed to be the modest one." They shared a laugh at that, as they reached the door. "Come on, let's get going. Wait! I almost forgot. I wanna bring the "Astronomical Astronomer's Almanac to All Things Astronomy"."

Spike expression changed to one of confusion. "The Astronomo-lomo homono what?"

"You know that really old big blue book on stars, moons, planets, the Universe...?" she prompted, as he finally recognised what she meant.

"Check!" He dashed off inside to get it.

"You don't mind that he's going to go and get it?" Twilight asked him. "I know the library itself is your realm, so to speak."

"Not at all, I've got a feeling tonight's going to be Spike's night anyway. Let him have a little bit of glory, I say."

"That's sweet of you Dusk, I'm sure he'd appreciate that," she noted, a slight blush coming to her cheeks at the mentioning of the word 'sweet.'

Dusk had noticed, since yesterday, Twilight had been passing compliments to him a lot more easily now and her gaze seemed to linger on him a little more so than normal. She was less hectic when she started blushing, more stable. Was it too much to hope that, perhaps, she had feelings for him that matched his for her. Probably not, she was most likely just being nice… it would be good to hope though.

"You know me, I am the modest one," he reminded her. "Still, I've just had a thought. Maybe we could mix up our duties a bit, Spike does more library stuff and I could do some house duties."

"Really? Do you know how to cook?"

"Well… um… no, but I could learn," he added.

"Thanks Dusk, but I'm fine with the way things are now. Still, if you ever want to get a lesson in cooking, I'm sure Spike would be happy to help you."

"Actually, considering what happened last time I went near a kitchen, you're probably right," he chuckled good-naturedly.

"If you say so," she giggled, looking back into the library. "Hey! What's taking my number one dragon assistant so long?"

A few seconds later, Spike returned, but without the blue book. He also seemed to have tensed up a bit, a small bead of sweat trickling down his face. If Twilight noticed this, she didn't comment on it.

"Where's the almanac?" she asked him.

"Sorry, I couldn't find it, oh well never mind, let's go!" He said all of this rather quickly, grabbing the handle of the cart and rushing for the door.

"Did you look in right place?" Twilight persisted.

"Yep, but it wasn't there. Real shame, but I guess we'll have to make do. Now come on, let's go!" Before Twilight could ask further, he'd hurried out of the door and into the darkened streets of Ponyville.

"What do you think's gotten into him?" Twilight asked Dusk.

"I haven't the foggiest idea, but he is right. We'd better get along if we don't want to miss the shower." He held the door open for Twilight. "Now, Miss Sparkle, I do believe its ladies first?"

"Why thank you, number one pony assistant." Dusk smiled at the way that sounded, as they exited the library, heading out to a hilled area where everypony would be gathering to watch the show.

By the time they arrived, the stars were shining in the sky, the dark blue cloak of the night being stretched across the sky. It seemed like the entire town had turned out to watch the show, with little groups of ponies scattered all around the hillside, waiting eagerly to view the astronomical event. Dusk could see their friends already gathered at the top of the hill, walking alongside Twilight with Spike bringing up the rear.

"I was sure I put the astronomer's guide back," she mentioned again. "The book would have helped me identify different planets and stars tonight. You didn't take it out, did you Dusk?"

"Not really my kind of reading, to be honest," he admitted. "I know the names of the planets anyway: Mercury, Venus, Equestria, Mars, Tuchunka, Skaro, Cybertron…"

"I'm sorry, what were those last three?" she asked, giggling.

"Oh sorry, those were a few of mine I know," he mumbled. "I'll explain later."

"You and your imagination." She didn't sound exasperated, just amused, which made Dusk smile again.

"Well... Maybe someone borrowed it?" Spike suggested. "Besides, you don't need that book. You can already name all the planets and stars, cause you're super smart and astronomically awesome!"

"Thanks Spike. You're such a flatterer," she commented.

The baby dragon shrugged abashedly. "Yeah, I'm a sweet talker."

"And a number one dragon assistant, right?"

"Check! Go number ones!" He shared a high hoof with Dusk, as the two of them set out the picnic, Dusk laying down the blanket and Spike laying down the food.

At this point, Rainbow Dash walked over and took a bite from an apple. "Wow, Twilight! You're lucky to have not only one, but two rad assistants. I wish I had someone to do whatever I told them."

Scootaloo perked up at this. "Ooh! Ooh! Me! Me! Me! I'll do whatever you want, Rainbow Dash!

"Oh yeah, pipsqueak?" She tossed her the apple core. "How about taking out the trash?"

"Yes ma'am!" She picked it up and hurried off, surprising them all at her willingness to comply. No sooner had she left, the others all gathered around.

"Do we have Spike to thank again for this amazing spread?" asked Rarity, joining the others in gazing adoringly at Spike, Dusk stepping back to let him have the spotlight. "Isn't he simply amazing?"

"Oh, come on." He looked quite embarrassed, then his expression changed to one of disappointment. "I said come on."

"Little Spikey-wikey!" Pinkie gave him an affectionate noogie. "Who knew that big ferocious dragon started off so cutesy wootsy?"

"For the record, I couldn't imagine any other pony, or dragon for that matter, I would divide my duties with," Dusk commented, giving him a pat on the back. "He can be a little lazy and cheeky at times-"

"I thought you were saying good things about me," objected Spike.

"Let me finish," put in Dusk. But, despite that, he's as much a friend to me as you all are and kind of like my brother too."

"Aw gee… Thanks bud," Spike said sincerely.

"You deserve it," replied Dusk.

"Spike, you are such a little star that I had to make a little bow tie for you." Rarity levitated a red bow-tie decorated with little gemstones to fit around Spike's neck.

"Try not to eat it, eh?" remarked Dusk.

"Gosh. You guys are embarrassing me. Stop it." He paused for a second. "Twilight, your turn."

"Spike, that's enough.," she said sternly.

"Yes, I think your ego has received enough stroking for one night," added Dusk, provoking a smile from the dragon.

"All right. That's enough," he agreed reluctantly.

"Hey, everypony! The show is starting!" At Sweetie Belle's announcement, everypony hurried to get a good view of the sky and gazed up expectantly.

First there was one. Then there was two. It just continued to build, until the whole sky was full of them. Streaks of light began to shoot across the sky, shining just as bright as the stars that they flew past, passing an unearthly, yet beautiful glow across everypony's faces, as they all gasped and awed at the magnificent spectacle. They left streaks of starlight in their wake, darting across the night sky and out of sight, if only to allow more to sail by. It was strange that they seemed so close, when in reality they were so far away. Dusk had never seen anything more beautiful in his life. It even beat the sonic rainboom, if only by a bit.

He was so engrossed in watching the meteors that he didn't notice he was moving closer to his right. He only realised when he brushed against Twilight's side. They both darted their heads up and blushed, about to move away but… they seemed to both think that the other wouldn't really mind. After all, what was a bit of closeness between friends? So, they remained that way and returned to watching the shower, with the added warmth of their fur being shared in the chilly night air. Nopony even noticed how close they were. They were too busy watching the show. Secretly, they were both thankful for that.

After the show was over, everypony was in animated conversation with each other about what they had just witnessed. Twilight and Dusk were also part of it, though only after Twilight had showed him various constellations and planets through the telescope. It always surprised him how much she knew about this kind of thing. Dusk didn't say anything, but merely listened as she told him what she knew about them all. At the very least he was learning something, which was rather special as it was from her.

"The planet Venus," Twilight was saying, as she showed him it through the telescope. "The only planet to be named after a mare."

"Good for her," remarked Dusk quietly. "But isn't it incapable of supporting life?"

"It is, due to the high gravity and the acid clouds. It's a very hostile world."

"Yet the name makes it sound so gentle," mused Dusk pulling back from the eyepiece.

"I thought you would say something like that."

"You know me too well, Miss Sparkle."

She giggled at that. "Maybe some time, we could look at the stars like this again, just you and me," she suggested, rather shyly.

Dusk wasn't sure if she meant that romantically or just as friends, but he did like the idea either way. "I'd like that."

"I hoped you would…" They shared another warm smile, then returned in comfortable silence to the spread, where Pinkie wolfed down the last of Spike's cookies.

"Wow! These cookies are deeleesh!"

"Spike made them. Speaking of, Spike, can you bring us some punch?" There was no response. "Spike?"

They all looked to see Spike was sleeping soundly in the punch bowl of all places, snoring peacefully.

"Ooh, poor little thing," cooed Rarity.

"Aww... He's worked himself to the bone," added Twilight.

"And now the punch has been... spiked!" joked Pinkie, ensuing laughter from everypony present, yet still Spike slept on.

"I think it's time to go," Twilight suggested, levitating him gently onto her back and rolling up the blanket.

"Right behind you," whispered Dusk, taking the cart and bidding their friends farewell, escorting Twilight and Spike back to their home.

When they arrived back at the tree that housed the library, Twilight was saying about how she wanted to write a report on the study of comets before she went to bed that night.

"Don't you think you should get to bed?" asked Dusk, as they stood on the threshold of the door.

"I will, but I want to get this done now, while it's still fresh in my mind."

"Do you want me to stay up and help? I'm not…" He paused to yawn. "I'm not that tired…"

"I think you are. You should go home and get some rest, you've done enough today," she advised.

"Are you sure?"

"Dusk, you need your rest too. Now go home, that's an order from your boss," she said in a mock commanding tone.

"As you wish, Miss Sparkle," he bowed. "Good night Twilight."

"Good night, number one pony assistant." She gave him one last smile and gently closed the door. He lingered for a few moments, and then made his way home, humming a merry tune to himself.

* * *

Dusk arrived bright and early as usual next morning, still in high spirits from the previous night. At first he didn't notice anything strange, setting down his saddlebag and gazing around for either Twilight or Spike. Instead, he discovered that the library had one more additional occupant, neither pony nor dragon.

A plump little bird was perched in the middle of the room, with a square-ish body and bright orange beak. His feathers around his breast were a light brown, whereas the ones on his wings were darker in colour. Dusk had read enough about animals, specifically Fluttershy's Hearth's Warming present, to recognise an owl when he saw one, either screech or tawny, but he couldn't quite place it. He'd need to consult it again. The owl turned his beady black eyes to stare at him, which sparked with a strange kind of understanding.

It didn't seem like he'd just flown in randomly, it looked more like he was meant to be there. Was he a new pet that Twilight had acquired? But she hadn't left the house since last night, where had he come from? Deciding to ask her later, Dusk decided to at least be friendly to him.

"Hello little fellow," he greeted, walking over and stroking him gently. "Where did you come from?"

The owl gave a small hoot, not objecting to his hoof moving over his feathers. Well, at least he liked him.

"Oh, good morning Dusk." He turned to see Twilight emerging from the kitchen. "I see you've met Owlowiscious then."

"Owlowiscious?" He glanced at him. "That's a fine name. Where'd you find him?"

"He rescued my parchment when it flew out of the window last night. I didn't like having to send him back into the cold, so I let him stay with me. I've decided to take him on as our new junior assistant."

For some reason, that caused a jolt of fear to spike in his chest. It didn't take him long to figure out why, though he kept his calm expression as best he could.

"Well, they are meant to be quite intelligent birds," he noted, looking him over. "It might be fun having him around, as long as he doesn't… never mind."

"Doesn't what?"

"Well, replace me or anything…" he murmured.

Concern flitted across her features. "Aw Dusk, why would you think that?"

"It wouldn't be hard to, that's all…"

"Dusk, nopony could ever replace you or Spike," she assured him gently. "You have a special place here that I don't think anypony could ever hope to match up to. You're still my number one pony assistant and always will be."

"Really?"

"Absolutely."

"Well um… Thanks." They both smiled at the trust they had and Dusk looked for his fellow assistant. "Where is Spike? Shouldn't he be up by now?"

"He's still sleeping upstairs; last night really took it out of him. I let Owlowiscious do his morning chores so he could get some more sleep."

"Really?" He gave him an admiring glance. "Wow, he's good. Are you sure he's not going to replace me?"

"Pretty sure," she repeated, knowing he was just joking. "Anyway, I gotta head out for a bit. Would you mind rearranging the Classics section in the West wing?"

"You need only ask. Welcome aboard Owlowiscious," he added to the bird, as he set off to work, while Twilight went off upstairs to pack her things.

While he was pulling down all of the mismatched books, he heard the door slam a few minutes after Twilight left, probably Spike going off to pass the time in some other way now that his morning chores were done. He wondered if his friend had the same thoughts that he had, that the owl might replace them in the end. He resolved to talk to him later, returning his concentration to levitating the books he was piling up. Unfortunately, the pile wobbled precariously and one of the books fell from the top.

"Uh oh!" He tried to catch it before it hit the ground, but a pair of clawed feet caught it just in time. Owlowiscious hovered before him, lifting the book back up to the top.

"Oh… thanks for that," he said to the owl. He hooted in response, as if to say 'no problem.' Dusk gave the bird a fond smile. "I'm Dusk, by the way, Dusk Noir."

"Hoo," sounded the owl.

"'Who'? What do you mean 'who'? I'm Du-" He paused when he realised what he was doing. "Oh, I see what you did there."

"Hoo," replied Owlowiscious.

"'Hoo' indeed," Dusk chuckled, returning to his work. Maybe having him around wouldn't be so bad after all.

Later on, the girls all arrived to meet Twilight's new pet. Dusk joined them, happy to see they'd taken to him just as well as he did. Except for Spike it seemed, who leaned against a window above, reading a book on owls, with the attitude of somepony trying to learn the weaknesses of his enemy.

"Oh, what a fantastical, fluffelicious feathery little friend! I'm... HOOked!" They all laughed at Pinkie's pun.

"He's just wonderful," said Fluttershy, always having something to say on animals.

They were all rather taken aback when Spike repeated what she said in a mocking tone. "Uh, yes. Wonderful. He's quite... the charmer." He said this last bit through gritted teeth.

"And Owlowiscious is just such a star I just had to make this little bow for you." Rarity presented, rather tactlessly, him with the exact bow that she had made for Spike last night.

At this Spike raged in frustration and slammed the window on them. Knowing his worst suspicions would probably be confirmed, Dusk headed for the library door. "I'll go talk to him."

It didn't take long for Dusk to find him, stomping down the stairs and muttering to himself angrily.

"You okay, my brother?" asked Dusk.

"No, I am not." He turned to face Dusk. "Come on, you must have seen his little plan."

"Um… I'm afraid it's escaped me."

"Come on Dusk, he's trying to replace you and me as the number one's around here!" he said, as if it were obvious. "By the creed of the brothers in library-assistantship, we can't let him do that!"

Dusk blinked at this. "Spike, we don't have a creed."

"Well if we did, it would say that we shouldn't let upstarts try to replace us. But don't worry, we're just gonna have to work extra hard so that Twilight _and _Owlowiscious know who the top dogs are around here."

"Spike, I think you're overreacting about this. Twilight knows we can't be replaced." He looked to see that Twilight had returned, with Owlowiscious perched on her back. "Come on, we'd best get back to work."

"You got it, let's go into action!" Apparently he'd ignored everything he'd just said up to that point and hurried off, giving Dusk a knowing wink. Dusk just sighed and went back to the catalogue of their inventory he'd started earlier.

The rest of the afternoon passed by fairly uneventfully, at least for Dusk. Owlowiscious had retrieved a few books at Twilight's request, robbing Spike of his own duties, making the dragon even more frustrated. At one point, Twilight had broken her last writing quill and Spike had upended the house to hurry to find a replacement, obviously hoping to show up his rival this time. He even dashed out to find a new one, as Twilight tried to tell him that her pet had given her one of his feathers to use as a quill. Spike returned as Dusk prepared to leave, with a chicken feather, completely useless for writing purposes and had promptly fallen asleep on the stairs. Dusk just hoped he would be better the next day.

When that day came, Dusk was just arriving at the library when Spike strode out angrily, stomping off into town. He was so angry that he didn't notice Dusk and walked by without acknowledging him. Raising an eyebrow, he entered the library to find Owlowiscious sitting on his perch and Twilight levitating a blue bound book in front of her, shaking her head and looking quite perturbed about something.

"What's happened now?" he asked.

"See for yourself." She tossed the book to him and he only just caught it with magic. It was Twilight's astronomy almanac, but the pages had been burned away and the inside was blackened from soot. "Spike burned the pages out by sneezing and then tried to hide what he did from me."

"Oh dear…" Now he could understand why she was so angry. "How did you find it?"

"I didn't, Owlowiscious did, right where it was supposed to be." She let out a growl of frustration. "I can't believe that Spike tried lying to me, as if he could cover it up."

"I'm sure he did it with the best of intentions."

"That may well be, but he should know that he shouldn't lie to me like that." She growled again and shook her head helplessly. "He's been acting like this ever since Owlowiscious arrived."

"I've noticed that too." Dusk pressed his hoof to his chin thoughtfully. "Maybe he is jealous that Owlowiscious is around here, he thinks he's after his job, like I did."

"Yes, but you got over that and now you and Owlowiscious are fine." She sighed. "I just hope he doesn't let his jealousy get the better of him."

"Me too." Dusk suddenly had a thought. "Was he ever this jealous when I first arrived? He always seemed friendly to me, but was he ever… fuming when I wasn't here?"

"At first he was a little jealous," she explained. "But then he really warmed to you and you two are both good friends. Why can't he do the same with Owlowiscious?"

"Well, for one thing, he doesn't exactly say much." The owl hooted to prove his point. "I don't think it's really same scenario as it was with me."

"You may have a point there. Come on, we'd better go and find him before he does anything rash." She gestured and Owlowiscious flew onto her back.

"Right behind you Miss Sparkle." Together, the three of them set out to find the number one dragon assistant.

They ended up looking and asking all around town if anypony had seen Spike. A few had seen him, darting in-between hiding places and dressed in a cape and top hat, cackling to himself about something. They finally got a lead saying that they'd last seen him going back in the direction of the library, still laughing away and wearing his strange get-up. With this information, they proceeded back the way they came and entered the library. On the floor was a torn-up toy mouse, with red liquid poured around it.

Dusk approached it, dipped his hoof in and sniffed. "Ketchup. But why would-?"

He was cut off when Spike came from downstairs, dressed exactly as he was reported and laughing like a clichéd villain. He had a pillow, no doubt from Twilight's bed and was throwing the feathers everywhere. Dusk figured out what he was up to even before he backed into Twilight and even he felt a degree of shame and disappointment for his friend.

"That poor little field mouse!" cried Spike with effected emotion. "Torn to pieces! It must have been Owlowiscious! You know, since owls eat, you know, mice. What a terrible, terrible bird! He must be punished! Right?"

Twilight only glared at him. "Spike! I don't know what upsets me more. That you deliberately tried to set up Owlowiscious or that you actually thought this pathetic attempt would work! You've let your jealousy get the best of you, Spike. I am truly disappointed. This is _not_ the Spike I know and love. Come on Dusk, I think Spike needs some time on his own to think about what he's done.

"Right…" Dusk complied, proceeding to follow Twilight out of the door.

"But Dusk, wait!" He turned to look at Spike, not frowning or glaring, but with a look of disappointment. He made sure he never even raised his voice when he spoke.

"Spike, I understand why you're jealous, but this is a step too far. I would say that you've let me down, as a friend and my fellow assistant… but you've only let down yourself." Shaking his head, Dusk followed Twilight out and shut the door behind him.

"I can't believe he did that," Twilight fumed. "I've never seen him act like this before."

"Neither have I… I'll clean up the mess when we get back."

"Thanks Dusk, it's good to know I can rely on you at least." Dusk didn't take that as the praise it was meant to be. If anything, it made him more ashamed for Spike. She was supposed to be able to rely on both of them, not one or the other.

He only sighed in response, hoping Spike would be okay… and that he would resolve his issues.

* * *

When they thought they'd given Spike enough time to think about what he had done, they returned to the library as it was getting dark, Dusk intending to pick up his saddlebag and head home, after making sure that Spike was okay.

"Spike!" Twilight called. "Come down, I need to talk to you." There was no answer. "Spike? Spike, where are you?"

There was no sign of him, even the mess he'd made trying to frame Owlowiscious was gone. For some reason, Dusk felt dread form in the pit of his stomach, as Twilight hurried upstairs, while he searched the library. No sign of him in any of the separate wings, or the basement. A few minutes later they met up again, dread changing to fear.

"He's not in the library anywhere," reported Dusk, hearing the quiver in his voice.

"He's not in my room either and all of his things are gone! Dusk, he's run away!" Fretting and muttering, she started to pace. "What are we going to do? Where could he have gone?"

"Twilight, please calm down," Dusk prompted, even though he felt like panicking himself. "I can use my puppets to find-"

"Hoo!" Owlowiscious was flapping frantically, trying to get their attention. He landed and gestured his head to a set of claw prints stained red from ketchup.

"Or we could follow those. Good work Owlowiscious." The owl hooted and flew back out of the door, Twilight and Dusk following behind him.

While Dusk could have easily used his colour puppets to find Spike, though he'd never done it before with him, he wanted to save his energy. If Spike was where he thought he would be, he had a feeling he was going to need it. Sure enough, the footprints led them out of Ponyville and they arrived at the foreboding borders of the Everfree Forest.

"The Everfree Forest. Why did it have to be the Everfree Forest?" Dusk groaned, feeling his legs shaking.

"This is no time to be scared, Spike could be in trouble," Twilight reminded him, though she sounded equally afraid.

"I know but… why is it always the Everfree Forest?" Swallowing in his throat, Dusk galloped after Twilight, Owlowiscious leading the way in the air.

After battling through branches and brambles, but no monsters thankfully, they arrived at the mouth of a cave where the footprints went inside. A loud roar resounded inside, as did familiar cries for help. Dusk felt fear grip him even further. There was only one creature in all of Equestria that could roar like that…

"Come on!" Twilight's voice bolstered him a little, the two of them running to the mouth of the cave.

Filling up the whole interior was an enormous green dragon, one far larger than Spike. His scales glinted fiercely in the dark, the wicked points of his spiked tail as big as tree trunks. He was roaring in rage as Owlowiscious flew around his head, distracting him from a little purple shape that was crouched just behind his larger brethren.

Twilight began to wave frantically. "Spike! Over here!" He ran out of the cave past the dragon, his face a visage of relief.

"Am I glad to see you two!"

"Hurry! Hop on!" He jumped on Twilight's back, Owlowiscious flying out ahead of them, the dragon shaking the earth with his foot falls.

"Here we go again," muttered Dusk, then in a louder voice. "I'll distract him for a bit! Keep running, the trees will become too thick for him to follow!"

Twilight looked like she was about to argue, but she nodded and galloped away, Spike bobbing up and down on her back. Surpressing his fear as best he could, Dusk looked right up at the dragon, who was about to lunge at him. Hoping this would work, he conjured up colour words saying STOP. Surprisingly, it did, the dragon looking a little confused at this display of magic. Now that he had paused, perhaps he could be reasoned with…

"Okay… now then, Mr… Dragon," Dusk began a little timidly. "My uh… friend, he no doubt upset you in some way-"

"He ate my gems!" thundered the dragon.

"Right… um, anyway." Swallowing again, Dusk continued. "So um… I'm sure he didn't mean any uh… offense, sir so… maybe we could just… call this one an accident and uh… move on?"

"Perhaps." He snorted steam. "Or perhaps I could eat you instead, then we could 'move on.'"

"Ah… I was afraid you might say that…" Dusk started to back away slowly. "Well… it was nice talking to you, but uh… this where I remember I'm a quadruped equine and uh… make an immediate strategic withdrawal."

"You mean… run?"

"Exactly. Good evening!" Screaming at the top of his lungs, Dusk dashed away as fast as he could back into the depths of the forest, thinking of Twilight and conjuring a colour puppet to follow through the dark.

Behind him, he could hear the ripping of trees and the shaking of earth as the dragon pursued him, driving him to keep running. Fear was a great motivator. He just kept following his light, the trees becoming thicker all of the time, his chest burning from the physical exertion. Even after he could no longer hear the dragon's stomping feet, he kept on running until he reached the edge of the forest, spotting his friends by a tree. He stopped next to them, wheezing and panting, still feeling the fear in his chest.

"Dusk!" Twilight caught him a tight hug. "You're okay…"

"That's… debatable…" He was still catching his breath and could barely speak.

"I was so worried…" Her face was full of relief, then she frowned and punched him on his leg. "Dusk Noir, you might be the stupidest pony I have ever met."

"No…arguments… here…" he panted.

"How many times are you gonna throw yourself in front of a monster like that?"

"Believe me… I don't want to make a habit of it…" he felt bad for making her worry, but a little proud that he'd at least been able to try and protect her and Spike.

"I almost lost one of my number one assistants and best friends today… I didn't want it to be two…" It sounded like she was trying hard not to cry.

"I… I'm sorry Twilight…" he hung his head, but it was lifted up gently by Twilight, who held his gaze.

"Apology accepted. Just… try not to do it again, okay?"

"Yes… ma'am…" They both exchanged a smile at the tender moment, before Twilight turned to Spike.

"Spike, we were so worried about you._ I_ was so worried about you. Why did you run away?"

Spike too now looked guilty. "I thought you didn't need me anymore. And that you didn't love me anymore." Pity for his friend welled up in Dusk's chest.

"Spike," Twilight began gently, "sure, I was disappointed, but you are my number one dragon assistant! And friend. And you always will be. It's just that sometimes I need some help at night. I can't ask you to stay up late. You're a baby dragon and you need your rest. I can't ask Dusk either, because he has his own home to get to. Owls are nocturnal. So I asked Owlowiscious to help. But not to take your place. No one could ever replace you, Spike. Not even when you are being a jealous numbskull."

"I'm sorry, Twilight. I never should have been so jealous," he admitted.

"And I'm sorry too, Spike. I should have been more sensitive," said Twilight.

"I'm at fault here too," Dusk put in. "As your friend and fellow assistant, I should have tried to help you with this, rather than let what happened happen. You're still my assistant brother and always will be." He offered his hoof to claw.

"Thanks buddy." Dusk was surprised when Spike hugged him instead, which he returned, patting him on the head.

Spike then looked up at his rival, who was perched on a branch nearby. "And Owlowiscious... I know now that you weren't out to take my job. Forgive me?"

"Hoo?" replied the owl.

"Me. Forgive me, Spike."

"Hoo!"

"He forgives you," Twilight told him.

"Hey! How did you guys know where I was?" he suddenly asked.

"It was your ketchup covered feet. Owlowiscious discovered your footprints and we followed them all the way to the cave," she explained.

"Funny how things work out like that," remarked Dusk.

"Oh yeah, the ketchup. It looked pretty real though, didn't it?" he said, referring to the earlier incident. Twilight just glared at him, making Spike giggle nervously.

With that, the four librarians set off for home, soon just being able to laugh about what happened, the jealousy incident completely forgotten. Dusk was just glad to have his little friend back. This was going to make an interesting report to the Princess for sure.

As they walked, he looked up at Owlowiscious, who was flying overhead. The owl had certainly proved useful in his own right. He was intelligent, loyal to his friends and rather good company, though not in the same way a pony was. It was a simpler kind of company, one that was inspired by loyalty and care, the kind of thing that only a pet could give. It occurred to him that the others all had pets too, with the exception of Rainbow Dash. For the first time, Dusk could see the appeal of them.

Perhaps he should get one…

* * *

Rejoice, for soon Dusk will no longer be petless! Join us next time to see just what kind of pet he'll end up with. Have a guess, go on, I dare you!


	23. White as Snow

**White as Snow**

"You're coming along very well Dusk," Rarity informed him, as they sat down to take tea after another one of her dancing lessons. "You've advanced admirably, compared to how you were when we first began."

"Don't I know it," remarked Dusk, taking a sip from it.

"You still need to improve a little bit more, but by the time Gala is upon us, you'll be able to sweep Twilight off her hooves with effortless ease," she said proudly.

"I hope so." He levitated the sugar across to her, expressing his gratitude in his smile. "Thanks for your patience in teaching me Rare."

"It was my pleasure dear," she insisted, returning the smile.

Dusk still remembered how embarrassed he was when these impromptu lessons had first begun. Drinking his tea, he began recalling how he had stood on her hooves quite a few times and knocked her over more than once. His own lack of confidence and being in such close proximity to a mare had meant that he had been largely unfocused and clumsy. Rarity's tolerance had been pushed to its limits at times, along with his own feelings of not liking to let his friends down or be the source of their anger. However, Dusk had gradually relaxed and picked up what Rarity was teaching. His movements were still rather jerky and he still stumbled, but he had to admit he was certainly better at waltzing that he had been.

He wondered how he would do at the Gala, provided he could actually pluck up the courage to ask Twilight to share a dance with him in the first place. Would it really be as romantic as Rarity claimed it would be? He hoped it would be… he imagined himself dressed in the suit Rarity had made for him, guiding Twilight across a sparkling dance floor, dressed in a spectacular gown, while the orchestra played a slow, romantic ballad. Encircling each other like feathers in a gentle breeze, having eyes for nopony else but the other. They would lean in, closer and closer, until their lips would meet. It would be perfect…

Dusk blinked and shook away those thoughts. One step at a time Dusk, he reminded himself, patience, just like Rarity had told him. It might not even work, she might not even want to dance with him in the first place… not that he wouldn't blame her.

He noticed Rarity was giving him that knowing smile across the table. "What's on your mind, darling?"

"Nothing… just uh…" Dusk felt his face become red. He decided to perhaps change the subject. "I've been thinking about um… getting a pet."

"Really? A pet?" She seemed a little surprised at this statement, but her smile brightened. "Well, that's just marvellous. What did you have in mind?"

"I'm not really sure yet, I'm still thinking about it." Something brushed against his leg and he looked to see Rarity's cat, Opalescence curl up under the table between them. "Would you say it's worth getting one?"

"Oh yes, of course, I couldn't imagine the Boutique without Opal here. Isn't that right Opal?" The cat opened her eyes lazily in acknowledgement and drifted back off to sleep again. "You see?"

"I certainly do." He would have reached to stroke her, but the last time he did he just received a nasty scratch. "What made you pick Opal?"

"I suppose… I never really thought about it," she admitted, gazing fondly at her pet. "As soon as I saw little Opal as a tiny kitten, I just knew that she was the one for me. It's one of those things that you just know at once."

"Intuition," said Dusk simply.

"That's it exactly. I'm sorry I can't be more help Dusk."

"It's okay, in fact…" He paused to take a sip from his tea, "you've given me something to think about at any rate, so thanks."

"I'm glad I could help. Biscuit?"

* * *

Dusk thought long and hard about what would make a good pet for him. There were thousands of different species of animal in Equestria, but only some of those were able to be adopted by ponies as companions. At the minute, he didn't have any kind of particular preference and maybe that was his problem. He didn't know exactly what he wanted from a pet and so he couldn't decide as a result. So, he eventually realised that he would need to get information from another source before trying to make up his mind, one who knew more about animals and pets than anypony else that he knew. So he was now arriving at Fluttershy's cottage, which was as lively with animal life as it always was.

He approached the door and knocked politely on it. Seconds later, Fluttershy's timid head emerged slowly, until she realised who it was. "Oh, hello Dusk. Please, come in…"

"I'm not bothering you, am I?" he asked her, as he usually did when he visited.

"Of course not. Can I make you some tea?"

"That would be nice, but I came here to request your assistance on a personal matter."

"Really?" She paused to give a nut to a squirrel, who chirped her thanks. "What do you need my help with?"

"Well, due to recent events, I have considered getting a pet, but am relatively unsure as to where to start looking." He smiled as her face lit up at the mention of the word 'pet'. "I was wondering if you could advise me as to where to start."

"A pet? For you? Yes, yes of course I can help!" She sounded positively ecstatic at the idea. "In fact, I can do much more than that. Come on!"

With that, she grabbed his hoof and took him outside to the garden behind her house. Here, Dusk could see that there were literally dozens of different animals to choose from, mammals, reptiles, birds, they were all gathered here in a kind of strange showcase of wildlife. Fluttershy floated gently up to the centre of them, spreading her hooves out wide at them all.

"You can choose a pet from all of the ones here! Don't you just love them? Isn't it wonderful?" He couldn't help but laugh at how happy she was at the prospect of it.

"It certainly is," he admitted. "Very well then, let's see what you've got."

"Oh my goodness, just you wait. I have so many wonderful choices for you to decide." Still in a bit of a happy daze, Fluttershy began to show him around all of the assembled creatures present.

First she showed him a few pets that most ponies would commonly own, such as dogs, cats and hamsters. While these were all cute, adorable and friendly, Dusk didn't really feel anything definitive for them. Something told him that he would prefer something a little beyond the norm, but not something too extraordinary. It didn't stop him feeling bad from turning down a rather friendly looking kitten though.

Next, she showed him a collection of reptiles, lizards, snakes and tortoises, slithering and hissing. Again, while these were interesting and not really commonly chosen as pets, Dusk declined once more. They were cold-blooded and scaly, not really what he was looking for. At one point, a rather hopeful tortoise plodded over and gazed up at him, giving him a rather wrinkly smile, as if saying 'please pick me.'

"Oh he's always hoped to be somepony's pet," Fluttershy explained.

Dusk smiled sadly back at him. "Sorry little fellow, but you're not what I had in mind. Besides, I think you were meant for somepony else. Your time will come."

The shelled reptile looked a little disheartened, but still kept that smile as he slowly plodded off once more.

Despite his rather difficult compliance, Fluttershy didn't seem in anyway perturbed or hopeless at this. In fact, it only seemed to make her more determined to find the perfect companion for him. It was like everything he said 'no' to just gave her a better idea of what exactly to look for. When he declined having an insect, or arachnid, as a pet, she stopped to think for a moment and suggested that perhaps he would like a bird as a pet. Feeling intrigued by this, Dusk obliged and was soon looking at all manner of creatures that flew or had feathers.

"Hmm… I don't think a flamingo," he declined, as the pink bird waddled by. "It's too… flashy."

"Don't worry, there's still plenty of choices," she said encouragingly. "Would you consider something along the lines of maybe a sparrow or a finch?"

"Too small. Maybe something a little larger."

"Like a flacon or an eagle, perhaps?" As she prompted this, the birds of prey landed beside her, glaring at him with fierce eyes.

"I don't think so… too aggressive for my taste, sorry." The birds bowed and soared off again. "This is harder than I thought…"

"Don't worry," she dismissed, "there's something here for you. I just know it. Think about something that you think would really suit you and appeal to you."

Now it was his turn to stop and think, his hoof touching his chin. A pet that truly reflected him… something with a degree of intelligence, but also capable of defending itself. Something that also had an aspect that was unique only to its particular species. Perhaps, if he found it, the animal might have a little bit of himself reflected in it. Really, there was only one type of animal he could think of that might have what he was looking for.

"I'd really like an owl, now that I think about it…"

"Like Twilight?"

"Indeed, though not the same breed, of course," he clarified. "Do you have any?"

Within seconds, he was carefully looking over what looked like every species of owl on offer. He was rather drawn to a barn owl, but eventually decided it wasn't quite right. The screech owl too was discarded, along with a tawny. Like the others similar to it, the eagle owl looked too fierce that he'd be comfortable with it. When it seemed like they were reaching the end of the choices, Fluttershy said that she had one more on offer. They crossed over to a tree, where there was a hole in the trunk, large enough for a bird to make its home.

"Come on out, there's somepony here to see you," she coaxed gently. There was no movement within. "I'm sorry, this one's a little shy."

"Really?" This alone appealed to Dusk. "May I try?" She nodded and he peered into the darkness. "Hello? Are you in there? Its okay, I'm not going to hurt you. I just want to see you."

He thought he could see something stir in there and knew he was making progress. Taking the advantage, he pressed on, as gently as he could.

"I understand you're a little shy, I can be too you know. Maybe that's something we have in common. There's no reason to hide, I'm an okay guy. Come on out… please?"

At first, there was nothing. Then, a pair of amber eyes opened and shone in the dark. Tentavively and shyly, the occupant of the tree stepped out. As soon as the bird was in the light, Dusk knew instantly that he'd found the pet for him.

"Wow, even I have difficulty getting her to come out," remarked Fluttershy. "I think she really likes you."

"I think so too," agreed Dusk, offering his foreleg for the owl to climb on. She stared at it for a few seconds, as if it might bite her. Then, she stepped out slowly and perched herself on it, giving a quiet little hoot.

"Perfect! Oh this is wonderful, you're going to be the best of friends, I just know it!" Grinning at her success, she gazed fondly at the two of them. "We're having a pet play date tomorrow you know. You can come along to that and show her to everypony."

"Well that depends… do you mind?" The owl seemed to hide behind her wing, but she shook her head. "Okay then, we will. Thanks Fluttershy."

"It was my pleasure. Oh, what are you going to call her?"

Dusk looked over his new companion, as she shyly hid behind her wing. "I'll tell you tomorrow…"

* * *

"Here we are Owlowiscious," Twilight said, as the two of them approached the group of ponies with pets.

They'd all gathered here for their first play date, or rather Twilight's first play date, with their pets. She had Owlowiscious perched on her back, Rarity sat proudly with Opalescence, Applejack was playing with her dog Winona, Pinkie had Gummy biting onto her head and Fluttershy was just arriving too with her rabbit Angel. Twilight could tell already this was going to be a fun day. It was just a shame Rainbow Dash and Dusk couldn't come along…

"That all-a us?" Applejack asked, as Twilight joined them.

"Not quite, Dusk is just coming now," Fluttershy told them.

"Really? Dusk has a pet?" asked Twilight, surprised at this news.

"Yes, he just got one yesterday. He wanted to keep it a surprise for today."

"Ooh, a new friend for Gummy!" exclaimed Pinkie excitedly.

"Oh, wait till you see… look, here he comes." She pointed to their one male friend trotting over. There was no sign of any animal with him though.

"Hey Dusky!" greeted Pinkie, still having Gummy clamped to her head. "Where's your pet?"

"Oh she's…" He looked around, bewildered. "She must be hiding again, hold on…" He turned around and called out. "Ophelia, come on out! I want you to meet my friends!"

They waited a few minutes after this call and soon heard the flapping of wings. They looked up and Twilight actually gasped. Whiter than winter's snow and sailing majestically on the breeze was a beautiful snowy owl, with a small, pointed black beak and brilliant yellow eyes. The way she flew it was more like a cloud was floating down from the sky, having taken on some strange life of its own.

She flew onto Dusk's outstretched leg and promptly hid her face behind her wing. Immediately, Twilight could see why he had picked this owl as his pet, treating her with a special kind of care and respect. It suited him so well.

"There we go, it's okay," he said in a gentle tone. "Ladies and pets, I'd like you to meet my pet, Ophelia."

"Oh Dusk, she's gorgeous," remarked Rarity, gazing with awe at the bird. "Oh isn't she a treasure?"

"Dad gum," commented Applejack. "Now that's a fine owl, if ever ah saw one."

"See, I told you they'd like you." At Dusk's word, Ophelia peeked out from behind her wing.

Gently prompted, she hopped off his leg and onto the ground, her amber eyes fixed on the floor. She let out a quiet little hoot by way of greeting, the other animals seeming to recognise her tentativeness and treating her with a gentle care and respect, as Dusk had done. Owlowiscious approached the closest, giving a more confident hoot of greeting. Ophelia dared to look up and returned the hoot as best she could, but looked shyly at the floor again.

All the while, Twilight just couldn't keep the smile off her face. Just when she thought Dusk couldn't get anymore remarkable, here he was, gently coaxing a shy owl into making some friends. It was rather like a reflection of how he once was. Watching as Ophelia retreated to Dusk's back, she knew the two of them worked together just perfectly.

"Good girl," he murmured to her, stroking her feathers. "Just give others a chance to be your friend and they will. I learned that a long time ago and I've never regretted it."

"You've definitely found something special with this little darling," agreed Rarity. "What made you choose her?"

"Well, owls are generally associated with being intelligent, not meaning to sound like I'm blowing my own trumpet," he added modestly.

"You might have at least told us you have a trumpet. I love trumpets!" Everypony stared at Pinkie. "What? I do!"

"Clearly. Anyway," he continued, "I also wanted something that had a unique aspect about itself. With Ophelia, it's her unique feather colour, with me it's... well..." He created a blur of colour, which his owl followed with a kind of entranced stare. "In a way, I suppose I was looking for... well, me. Just so I might take care of her and help her until she might become something even more beautiful."

"Aw, ain't that sweet?" remarked Applejack, Winona wagging her tail behind her.

"Well... I thought so..." Dusk's cheeks went pink. "I just want to show her she can be cared for and doesn't need to hide, like I once did."

"I'm sure you'll do a great job and we'll help you along with it too," encoruaged Twilight proudly, her own owl hooting in agreement.

He gave her one of his warm smiles that he seemed to reserve just for her. "Thanks Twi, that means a lot..."

"Well come on then!" yelled Pinkie. "Let's go and have some fun." Bouncing off, the six of them set off to play with their pets together.

As they did, Twilight watched as Owlowiscious took off and flew alongside Ophelia, who had also taken to the sky. She let him fly in close and the two of them soared off into the sky, their respective owners watching.

"Looks like someone's found a friend," remarked Twilight to Dusk happily.

He just smiled, in a way that said he knew something that she didn't. "Yes, I guess she has…"

* * *

Awwww, Ophelia the Snowy Owl, Dusk's new pet. She'll be appearing alongside her master next time in Party of One! See you then!


	24. Party of One

**Party of One**

Dusk sat in his home, quietly flicking through the pages of a book on animal care, which he had started reading due to his home's new occupant. She was currently sitting on a perch in the centre of his living room, her head folded under her wing, a sign that she was fast asleep. He smiled fondly at her, looking so peaceful and calm, then returned to the feeding habits of owls.

Ophelia had really helped to make a difference in his home. He had named her after a character in a Shakesmare play, mainly because he thought it sounded nice and it had nothing to do with what had eventually happened to her. He'd always felt lonely at home, without any of the girls to keep him company, especially when he was used to the presence of Twilight and Spike in the library. The snowy owl was another source of companionship, as he could 'talk' to her in a sense. She just sat and listened, but he knew, somehow, that she understood him and he her, in their own way. She would bring him something if he asked her to or play with colour shapes that he made in the air for her. There was no doubt his home was improved by her presence, though he knew he'd have to be mindful of animal skeletons she'd leave from her meals.

He was bought out of his thoughts by a knock at the door. Ophelia's head shot up from under her wing and her eyes fixed on the door. He crossed over the room and opened it to reveal a pink pony dressed up like a wrapped-up gift, wearing a tin-foil hat, her pet alligator near her feet.

"Oh, good afternoon Pinkie. How may I-" He didn't get to say the rest, as she suddenly burst into song.

_This is your singing telegram  
I hope it finds you well  
You're invited to a party  
'Cause we think you're really swell  
_

_Gummy's turning one year old  
So help us celebrate  
The cake will be delicious  
The festivities first-rate  
_

_There will be games and dancing  
Bob for apples, cut a rug  
And when the party's over  
We'll gather 'round for a group hug  
_

_No need to bring a gift  
Being there will be enough  
Birthdays mean having fun with friends  
Not getting lots of stuff  
_

_It won't be the same without you  
So we hope that you say yes  
So, please, oh please R.S.V.P  
And come, and be our guest!_

Once again, Dusk wasn't sure whether to shake his head in disbelief or laugh out loud at Pinkie's random tendencies. In the end, he only smiled and nodded.

"I'll be there prompt and on time, as always."

"I hoped you'd say that! Or rather, I _knew _you'd say that 'cause I'm getting just as psychic as you are, if you know what I mean." She gave him a knowing wink.

"If you say so." He gestured to her head. "Why the tin foil?"

"In case you used your psychic powers to tell that I'd be coming, that way I could still surprise you. Did it work?"

"You certainly surprised me," he chuckled. "Well, I'll see you at the party then."

"Great!" He blinked and she'd changed into a top hat and suit. "Now I gotta get to Rarity's and deliver her singing telegram."

"You're doing this with everypony?"

"Yes indeedy!"

"Won't that get tiring?"

"Dusk, it's me, remember?" With that, she bounced off, humming the tune of her telegram as she went, Gummy following close behind.

Dusk chuckled as he returned inside. Sometimes, friendship was worth it for little moments like that. He was rather surprised to see that Ophelia had vanished from her perch. A quick call brought her tentatively out of hiding from behind his sofa, shivering in fear.

"Aw, did she scare you?" She huddled up close to him as he stroked her gently. "You'll have to excuse Pinkie, she's like that. A lot." He looked down at her. "I don't suppose you'll want to come along to the party?" She shook her head. "I didn't think so, that's fine."

On the play date that he'd brought her along to, Gummy had tried to snap at her constantly. Pinkie explained it was his way of being friendly, but that hadn't stopped his shy pet from flying well up out of his reach. She'd probably get used to him, but for now, she wasn't overly keen on the pet reptile. So Dusk knew that he'd be heading out on his own to Pinkie's party, making time for another commitment afterward.

He checked his calendar pinned up in his kitchen, which had two dates for this month circled in it: 27th May, something he was more nervous than excited about, the Grand Galloping Gala. But before that was 24th May, Pinkie's birthday, an event that he had been part of the planning for the past month. They would be holding a meeting in the library later this evening, after the party at Pinkie's, to go over the last minute details. He just hoped that Pinkie would like it…

For now, he wouldn't worry about it. A few hours later, he placed on his trilby and necklace, made sure Ophelia was fed and set off for Sugarcube Corner. He was greeted happily by Pinkie, being told that he was the first to arrive, as he usually was. Gradually, the others all began to arrive and the party was soon in full swing. Mainly due to their constant challenges, Dusk was doing apple bobbing with Rainbow and Applejack. The latter had just successfully pulled out an apple from the watery depths.

"Yer up Dusk," Applejack told him, as she swallowed the fruit.

"Okay, here goes nothing…" He took a deep breath and plunged his head in. Just when he had to pull up for breath, he managed to grab an apple and pull it out, his mane and hat soaking wet.

"Nice one! Now, let me show you how it's really done." Rainbow was just about to dunk when Pinkie came over to greet them

"Hey, girls and guy!" They all returned her cheery hello. "Just wanted to tell you how happy I am that you can make it to Gummy's party."

"You know me, always happy to attend," Dusk said, with an incline of his head.

"Are you kiddin'? Ah wouldn't have missed it fer the world," said Applejack.

"Me neither," put in Rainbow Dash. "When Pinkie Pie throws a party, I am there!" At this point, she dunked her head in the bucket and pulled out an apple a second later. "Ta-da!"

"Aw! It's just a boring old apple. Don't worry, there are plenty of other surprises in there."

Rainbow spat out her apple at this announcement. "What kind of surprises?"

"I can't tell you that, silly. Then it wouldn't be a surprise." While his two friends were re- invigorated to start dunking at this news, Dusk decided to step away. Knowing Pinkie, they would be very interesting surprises and not ones he'd want to sink his teeth into.

The rest of the party passed by with as much fun as Pinkie's parties always did. Rarity ended up doing a spit take in Pinkie's face after she discovered that Gummy was drinking out of the punch bowl in the punch bowl, he had to help Twilight out of the wall after Pinkie knocked her into it, along with Fluttershy and they all gathered around to dance with the birthday alligator to the tunes coming out of the gramophone. After their promised group hug, all too soon it seemed, it was time to leave, just as night was falling. Dusk was exhausted, but at least he'd had fun.

"Hooie! Ah am beat! Ah haven't danced that much since…" Applejack thought for a moment. "Well, since yer last party. Thanks again fer the invite!"

"See ya later, birthday alligator!" called Rainbow Dash.

"Bravo for hosting yet another delightful soirée," praised Rarity.

Dusk nodded at that. "I couldn't have put it better myself."

"It's been lovely," agreed Fluttershy.

Pinkie was peering out of the window, watching them all leave. "You sure you don't wanna stay? There's still some cake left."

Twilight was the one who answered. "Uh, I think I'm gonna pass. Great party though. We should do this again soon." At that point, they would have all gone home.

Instead, under cover of darkness, they all walked until they were far enough from the Sugarcube Corner. Once everything was confirmed that they were all still present, they hurried to the library, being ushered quickly inside by Spike. He shut the door as the last of the group was inside and joined them at the centre of the library.

"Right, let's get everything ready," Twilight said, taking the role as leader. "Spike, display the map of Ponyville here. Dusk, I want you standing here directing our movements as I call them. Everypony else, gather around."

The two assistants did as they were ordered and stood ready as Twilight took on well her other great talent of lecturing.

"Okay, so we all know that tomorrow is Pinkie's birthday and the day of the surprise party we've planned. Let's just go over our roles one more time so that we're all ready to act." She nodded to Dusk, who conjured up seven coloured dots on the map, corresponding for their fur colour. "Right, we all have our parts to play in preparation for the party. Applejack, do you have all the food and drinks ready?"

"It's all at the farm, ah jus' need ta set 'em up," she confirmed.

"Good, that's what you'll be doing in the barn then. Spike, you can come along later in the day and help her set everything up." The dragon nodded and she continued. "The rest of us will be bringing in the rest of the supplies from around town. Rainbow Dash, you'll be bringing the balloons and streamers in your saddlebags to the farm from your location."

"You got it!" saluted Rainbow.

"Dusk, you'll be bringing the banners and the music in yours from your own home. Remember, you need to move quickly and discreetly."

"Yes ma'am," affirmed Dusk.

"Meanwhile, I'll be arranging the transport of the cake." Dusk moved her dot. "I'll be collecting it from the bakery at a prearranged time and will then bring it the Carousel Boutique, where it will be passed on to Rarity."

"I shall be ready and waiting," said Rarity.

"Once Rarity has it, she'll bring it to Fluttershy at this location near the outskirts of town and give it to her. She'll then take it to Sweet Apple Acres."

"I'll do my best," she promised nervously.

"Once we've transported our goods, we'll remain at the barn and help set everything up. We should be ready by around noon and then we'll bring Pinkie along to surprise her with the party and the operation will be a success." She pointed at Sugarcube Corner. "Make sure your route to the farm takes you as far away from here as possible, we can't risk Pinkie following one of us before we're ready. Always check that she's not following you, just in case. Any questions?" They were silent. "Then good luck everypony, see you all tomorrow. And don't forget to bring your presents."

* * *

Dusk was all set to bring his own appointed supplies to Sweet Apple Acres at the time that had been set for him. As an extra precaution, he would be having Ophelia fly up above the town to scout out the least populated route possible for him on his travel. The less ponies saw him heading in the direction of the farm, the better. He'd also arranged signals with her in case he ended up being followed by Pinkie. One couldn't be too careful.

He had only fifteen minutes to go when there was a knock at the door. Opening it, he met Pinkie, who was wearing a basket hat filled with pink envelopes.

"Hey! Just dropped by to give you this!" He levitated an invitation out, which informed him he'd been invited to Gummy's After Birthday party, at three o clock this afternoon. "We had so much fun yesterday, I thought it'd be great to do another!"

Dusk felt his stomach clench. He hadn't been prepared for this! "This afternoon? As in 'this afternoon' this afternoon?"

"Funny, that's just what Twilight said." She shrugged this away. "So, can you come?"

"Um… I wish I could Pinkie, but er…" He desperately wracked his thoughts for an excuse, figured what Twilight might have said and told her, "I need to be at the library, to help Twilight with her studies. You know how she is, always… studying. Hitting the books, you know."

"What is it with you library ponies and the mistreatment of those poor books?" She didn't wait for an answer. "Oh well, I know how important your work is. That just means more fun for the girls! Bye!"

"Yeah, heh… bye." He let out a sigh of relief as she bounced off. He didn't like lying to her… it reminded him too much of his old days…

He shook his head, clearing out those thoughts. She'd forgive him when she saw the party that they were planning for her. Realising it was close to the time, he slipped on his saddlebag and whistled for Ophelia, who soon flew out to meet him.

"You ready?" She nodded her head nervously. "It's okay, you'll do great. Remember, two hoots if you spot I'm being followed. Now, off you fly."

She hooted and took off into the sky, Dusk emerging from his home seconds later and proceeding into an action he had once been an undisputed master at: moving around without being noticed or acknowledged by anypony.

Spying Ophelia from the ground, Dusk made his way through the streets of Ponyville, his route taking him down side passages and alleyways, all of which had little to no ponies in them, just as he had told Ophelia. He moved quickly and quietly, a shadow among shadows as he had once been and now he was again. It put him in the mind of those spy novels he'd read, sneaking around undetected. Just too bad he didn't have any gadgets to help him out… he'd just have to rely on his wits, as always. There was no kind of alerts of being followed until he was close to the outskirts of town. At this point, he heard Ophelia hoot twice and he dived behind a stack of crates.

Peering out, he scanned the area behind him for anything that looked out of place or strange. An applecart, a few houses, a stack of hay… wait, that hadn't been there when he'd passed through this area. It would have been easy to dismiss it as just something he missed, but if it was Pinkie, he didn't want to take that chance. He had to draw her off his scent somehow and get her away from here so he could move on. But how…?

He hatched on an idea. She was far away enough, so maybe this would work. Working quietly, he made as accurate a colour puppet of himself as he could. He then sent it out of his hiding place, looking shiftily around and sent it down an alleyway nearby. A few seconds later and the haystack grew a set of four pink legs and followed it down the passage. She'd taken the bait! He edged out of his own hiding place, keeping it going as long as possible. Then he cut it off and ran away, as quickly and silently as he could.

Once he was out on a country path, he whistled for Ophelia, who met him at the side of the road.

"Good work my pet, I knew you could do it," he praised. "I'll take it from here; you can head off home now. Thanks for the help." She hooted, gave him an affectionate nip and took off back home.

Rather disappointed that he was essentially alone again, he sprinted for the farm, still keeping to as many hiding places as he could, diving and skidding behind trees and bushes along the way. Soon enough, he saw the comforting sight of Applejack's barn and made one last run for it. Reaching the door and catching his breath, he knocked out a rhythm of four, the secret code they'd arranged for him. Seconds later Applejack stuck her head out, relaxing when she saw him.

"Lil' late sugar cube," she whispered. "Run inta any trouble?"

"Pinkie started following me at one point, but I managed to throw her off and came as fast as I could."

"'Kay, jus' so long as ya weren't followed here." She ushered him quickly inside.

Everypony except Rainbow Dash and Spike had already arrived. Pinkie's vanilla cake was already on a table, as were a stack of presents, a gramophone and a table of food. He deposited his bag on the floor and pulled out the goods he had been told to transport, placing his present for Pinkie on the table with the others. Once he had pulled out the banners, he set to work helping the others set everything up for the party

"Glad to see you made it Dusk," Twilight said to him.

"As am I. I almost didn't though," he mentioned, levitating the end of a banner up to a rafter.

"Did Pinkie come around to your house with an invite for Gummy's after birthday party?" she asked.

"Yes, but I was able to come up with an excuse." He gave her a knowing smile. "I told her that I was helping you with your studying."

"How did you know what excuse I made?" she asked, astonished at this.

Dusk tapped the side of his head. "I know you well, Twilight, as you know me. I suppose I was lucky that you did make that excuse in that sense."

"I suppose it was." She also offered him a warm look, apparently touched at how well he knew her. "Come on, let's back to it."

"Right you are." He reached for another banner and accidentally touched her hoof, as she went for the same one. It was only a brief moment of contact, but he felt a surge up his leg as they both jumped away.

"Sorry!" he cried.

"My fault!"

"I mean… I just-"

"I was er… just going to-"

"I didn't mean to… um-"

"Neither did I but I… I…" They stopped and stared at one another.

It only now just occurred to Dusk how, recently, Twilight had been acting a little differently around him. She had been kinder, more gentle and friendly, nothing too big, but enough that he noticed. Whenever she blushed or seemed to be considering romance, she let herself do it for longer rather than apparently stop herself. That close moment that they'd shared at the telescope, her asking him if he wanted to star gaze with her and just now, their hooves touching.

Would it be too much to hope that, after all this time, all this waiting, she might be having feelings for him too. It might be too soon to get his hopes up but… it was possible, wasn't it? At first, it seemed like they would allow the contact… then, the moment passed and they lapsed into an embarrassed silence, looking anywhere but at each other. He was just glad when somepony broke the awkward atmosphere.

"Well, at least neither of you had to plunge your heads into garbage cans full of filth to invent a credible excuse," put in Rarity. Was it his imagination or did she look disappointed?

"That sounds horrible," sympathised Dusk.

"That doesn't begin to describe it." She shuddered at the thought. "I can still smell it in my mane… it'll take weeks to get rid of the stench."

"What about you Fluttershy?" asked Twilight. "How did you get away?"

The Pegasus paused in the fixing in of the banner. "Oh, I and Rainbow said that we would be house sitting for a bear away on vacation."

"Ah, I see." Dusk paused to think about that. "Sorry, what?"

"Oh, well you see-" She was cut off as Rainbow Dash suddenly entered the barn, looking quite exhausted and panicked, followed by Applejack who slammed the door behind her. "Rainbow, are you okay?"

"Shh! She followed me here!" They knew full well what that mean and immediately became deathly silent.

Applejack also mimed them to be quiet. They all held their breath as they heard a fierce hammering on the barn door. "I KNOW YOU'RE IN THERE!"

Applejack opened the door a crack. "Oh! Howdy, pardn'r!"

"Mind if I… take a look inside the barn?" Pinkie asked aggressively.

"No! Uh, ah mean, yes, ah mean… ya can't come in here!"

"Rainbow Dash just went in there."

"Oh, well, she was jus' bringin' in some…" She paused, thinking of an excuse, "supplies! Yup, supplies for the… renovation! Fixin' up the whole thing, top to bottom…" The next part she said louder, addressed to the rest of them. "Uh, lots of construction goin' on in there right now!"

"You heard her! Construction!" Rainbow whispered urgently. Getting her message, they all began to mimic the sounds of various construction tools.

Dusk, though he felt foolish doing it, added extra affect by doing a rhythmic hammering of his hoof against wood, pretending that he was using a hammer. He even yelled in pain to make it sound like he'd hit his hoof with the hammer by mistake. They kept this up until they heard the sound of a door slamming and stopped to look up.

"Yup! Construction! That's my story, and I'm stickin' to it." Applejack let out a nervous laugh, then there was silence.

Once again they waited with baited breath for the verdict, the tension rising in Dusk's chest. Would Pinkie buy their story of construction or would she force her way in? She was doubtless suspicious of their activities, but it was if she was suspicious enough to investigate further. At first, Dusk thought the whole surprise party would be ruined. Then…

"Okey… dokey… lokey." They waited a few more seconds after this reluctant affirmation, before they cautilously moved to the barn door to look.

Sure enough, Pinkie was heading back down the road, Gummy riding on her back. They all breathed sighs of relief, Dusk taking a few more deep breaths to calm himself down after that close call.

"That was a lil' too close." Applejack shut the door and rounded on Rainbow. "What in the hay were ya thinkin', leadin' her back here?"

"I tried to lose her, but she was following me every step of the way!" retaliated Rainbow. "I didn't have a choice!"

"She coulda barged her way in here an' the whole shebang woulda been a scuffle!"

"Well obviously she didn't, so we're fine."

"Now, now ladies," Dusk said, stepping in before this got worse. "We got lucky this time and she didn't find us, let's be thankful for that. Let's just put this behind us, okay?"

They glared at each other for a good few minutes, then Applejack sighed. "Yer right. She didn't get in an' that's what matters. The surprise is still a surprise." She opened up the saddlebags and pulled out the balloons. "Come on, let's get back ta work."

Though there was clearly still some tension in the air from that close call from Pinkie, they all returned to getting things ready for the party. Dusk still got a little scared when he thought how close they were to having their best laid plans ruined. Anypony else would say it was just a party, but not to him. He still remembered that surprise party the girls had thrown for him, one that Pinkie had played a major role in putting together. In a way, he was helping to pay her back for that. He just hoped that she would like it.

Dusk was still considering the moment that he and Twilight had shared before. It was less awkward between them now, but they kept a respectable distance from each other since the incident. He decided that it was perhaps too much to hope that she felt anything like he did for her, as she was still mortified whenever it showed on the surface, or at least that was how it appeared to him. He still remembered that nightmare that he'd had… he didn't want to risk losing his friendship with her because of a stupid mistake. Just be patient Dusk, he told himself, be patient, you'll tell her someday when you're ready. Maybe at the Gala… maybe…

Spike arrived about twenty minutes later, a little later than he should have been. "Yeah, Pinkie pulled me in for questioning," he told Dusk.

"Questioning?" He realised what that might mean. "Oh no, tell me you didn't…"

"Don't worry, I didn't tell her a thing," he said quickly. "Not a thing, not any secrets or habits I've kept hidden, nothing at all. Nothing."

"You didn't tell her about the party then?" he asked, ignoring his rather shifty attitude.

"Nope, kept quiet about that. The secret is safe bro."

"Ah, excellent…" He let himself relax. "Good work Spike."

"Hey, you know you can count on me."

"Don't I just?" He exchanged a high hoof with him and picked up a deflated balloon. "Come on, let's get the rest of these balloons blown up and try not to incinerate them this time."

"I don't make promises," he shrugged, proceeding blow one of his own.

With all of them working together, it didn't take long for them to complete the preparations for their soiree, as Rarity would say. The balloons were inflated and floating, the presents were stacked and ready to be opened, music ready to play and cake good enough to eat. Now all they needed was the guest of honour. While the girls all got into position that was now Dusk's task to go and retrieve her from her home and bring her to the farm. Just invite her along casually and let them do the rest. It would be easy.

He reached the door of her home and knocked politely. He waited. There was no answer. Discovering it was unlocked, he pushed it open and a strange sight met his eyes. The house looked like it was set up with a party, decorated with streamers and balloons like the barn. At the centre was a table, laden with food and a cake at the end. Gathered around it, all wearing party hats, were a pile of rocks, a mass of lint, a bag of flour and a turnip. With these strangely assorted items sat Pinkie, looking a lot less bright and happy, her cotton candy mane sadly deflated and hanging limply.

Dusk couldn't help but feel wary. Something about this didn't feel right. "Good afternoon Pinkie. I hope you're well."

"Oh yeah, just swell," she said through gritted teeth. Now he felt even more uneasy.

"Well… excellent." He cleared his throat unsurely. "Anyway, I was taking a stroll down to Sweet Apple Acres and was wondering if you would like to accompany me."

She glared at him angrily. "No thanks. Should have seen that coming 'Mr Psychic Pony'. I'm spending time with my real friends. Isn't that right, Madame Le Flour?" Affecting a French accent, she gave the bag of flour a voice. "Oui! Zat iz correct, madame." Now Dusk's eyes widened in surprise. What was she-?

Then, it became clear to him. Feeling like he'd walked into a scene from a book where a mare fell into a world of chaos and madness, Dusk was beginning to understand what was going on. A delusional Pinkie had created these 'fake friends' for some reason. Was it because they'd been apparently ignoring her? The reason didn't matter, he decided, the question was how to move her in her current state. Perhaps a calmed, reasoned approach.

He slowly began to approach the table. "Look, Pinkie um… why don't you and I just pop down to the farm for a brief moment and you can come back… afterwards."

He tried to come closer but she shoved the turnip in his path and spoke in a high voice. "She's not going anywhere." Then, in her normal voice: "I most certainly am not. I'm having a wonderful time right here."

Dusk was starting to get a little scared now. "Pinkie, please, why don't you just-?"

"You heard the lady!" she cut in with the stack of rocks. "She ain't goin' nowheres, chump!"

Dusk knew this was getting out of hand. He needed to snap her out of this strange fantasy somehow… or he could use it to his advantage somehow. His quick mind soon came up with a solution, a sort of psychological approach.

First, just go along with the delusion. "Okay, I apologise Mr…?"

"Name's Rocky and don't you forget it, punk!" 'replied' the rocks.

"Right… Rocky… so," he continued, playing along, "I assume you're one of Pinkie's new… friends."

"You got that right!"

"And she's told you about myself and her old friends?"

"Yeah, she's said how you were all rude, making excuses to her and avoiding her, she knows what you're up to." Pinkie made an effect of Rocky slamming his 'fist'. "Well, we're gonna be better friends to her than you ever were."

"Exactly," Pinkie said in her normal voice. "You tell him Rocky!"

Seeing an opening, Dusk tried playing his game changer. "Well, if that's the case, wouldn't it be better to let the others know about you fine gentlemen and ladies first?"

Pinkie stared at him in wide-eyed surprise. "What?"

Knowing he was having an effect, Dusk pressed on. "Well, if these you lot are going to make better friends than we did, wouldn't it be better to tell them about you? Can you imagine how jealous they'll be when they hear about what great friends you all are? I know I would be, that's for sure."

"Monsieur does have a good point," 'put in' Madame Le Flour. "Per'aps zat would be… appropriate."

"Yeah, that'll teach them to be rude to our friend," 'added' the turnip.

"Oh, you may all be right," agreed Pinkie.

"But who should tell them?" asked Dusk. "Not me, I don't think they'd believe me, they might think I'm making it all up. That's why Pinkie should come with me to tell them personally about her decision. How does that sound?"

"No!" she screamed at once. "I'm not gonna go see them! Not after how you all treated me!"

Dusk felt guilty at this, but he kept up the act. "Really? Are you sure?"

"What do you think?" she answered bitterly. "Now, would you like some more cake Madame Le Flour?"

"If you say so, I'll just... go..." He acted out a sigh and turned to leave, then glanced back. "Mind you, I'd like to see what the rest of you might think about this. I'm just saying, it might be good for her to teach us all a lesson. Bye then."

He made his way slowly and deliberately towards the exit, keeping an ear open to listen for what Pinkie would be 'saying' to her friends. Sure enough, he threw her mind into a state of disarray, emphasized by her 'guests'.

"I hate to say, but the chump might be right," 'agreed' Rocky.

"What? You can't agree with him Rocky!" ordered Pinkie.

"Monsieur Rocky is merely saying zat he makes a good point, as I did," Madame Le Flour put in.

"I know Madame, but-"

"Indeed, I think you should go," 'suggested' the lint mass.

"I don't know Sir Lintsalot," mumbled Pinkie.

"Go on Pinkie, make zem go green with envy, zat will show zem. Do not worry, we will be right 'ere when you get back," 'assured' Madame Le Flour.

Dusk glanced back out of the corner of his eye as he reached the door. Pinkie looked like she was thinking it over, then sighed. "Dusk, wait." He did so, turning back to look at her, an expression of defeat on her features. "Fine, I'll go. But don't worry, I won't be gone long. Save me some cake!"

"Good that's good, come on," Dusk prompted gently, eager to get out of the madhouse and back to reality. He swiftly slammed the door and set off with Pinkie, who still glared at him.

"You may have got into their heads with your powers Dusky, but I'm not so easy." She leaned in close. "I'm watching you, no funny business… I'll know if you're trying to read my mind." She placed her tin-foil hat on, keeping her hard stare.

"Right you are… come along then." He let out a sigh of relief. That was no doubt the most disturbing moment of his life. He prayed that there wouldn't be any more like that or worse and led Pinkie to the farm.

He was glad when they arrived there,as the journey had been in an uncomfortable silence. He didn't like seeing the happiest member of their group looking so angry and mistrustful. It just wasn't right and he hated it, as much as he had lied to her... again. Perhaps her surprise party would perk her up to her old self. Unable to keep himself from smiling, he opened the door for her and heard a cry from everypony assembled of:

"Surprise!" Dusk looked at Pinkie but her only change was that she had become even angrier. Feeling a little scared, he backed away.

Fluttershy spoke up first. "I really thought she'd be more excited."

That blew her fuse. "Excited? EXCITED? Why would I be excited to attend my own farewell party?!"

"Farewell party?" Twilight asked, puzzled.

"Yes! You don't like me anymore, so you decided to kick me out of the group and throw a great, big party to celebrate! A "Farewell to Pinkie Pie" party!"

She slumped on the floor in a heap, Applejack crossing over to comfort her. "Why in the world would ya think we didn't like ya anymore, sugarcube?"

That sparked her rage yet again, literally leaping off her hooves and into the air. "Why? Why? WHY? Because you've been lying to me and avoiding me all day, that's why!"

"Uh, yeah! Because we wanted your party to be a surprise." At Rainbow's statement, her angry expression faltered.

"We've been planning this party for such a long time. We had to make excuses for why we couldn't attend Gummy's party, so that we could get everything ready for yours," explained Rarity.

"If this is a farewell party, why does the cake I picked up from Sugarcube Corner say, 'Happy Birthday, Pinkie Pie?'" Twilight gestured to the cake on the table.

Dusk followed Pinkie's gaze, as she looked around all of the assembled decorations and presents that they'd all set up for her. He could see the wheels turning in her head. Then, with a bright smile and a loud squeaking sound, her mane suddenly inflated again and her pink fur lightened in colour. Pinkie was back.

"Because it's my birthday!" She stretched out and pulled them all into a hug. "Ooh, how could I have forgot my own birthday?" Not for the first time today, they all sighed with relief. "And you like me so much you decided to throw me a surprise party!"

"That's what we've been trying to tell you, darling," said Rarity.

Pinkie let them go and beamed at them. "You girls are the best friends ever! You too Dusky," she added, Dusk inclining his head modestly. She then hung her own head in shame. "How could I have ever doubted you?"

Dusk was the one who moved forward to comfort her. "Think nothing of it Pinkie. Any of us might have made the same conclusion, I know I would have but… that's just me."

"Don't worry about it," added Fluttershy.

"I'm just relieved that my place hasn't been taken by a pile of rocks, or possibly a turnip," he added thoughtfully.

"Aw, you'd so be better as the rocks. A turnip's nowhere near the same league as you Dusky," assured Pinkie with her bright smile.

"Glad to hear it," chuckled Dusk, giving her another hug.

"What are you two talking about?" asked Twilight.

He and Pinkie exchanged a look. "Um… trust me, it's best you don't know."

"All right, ponies! Enough of this gab. Let's party!" Applejack turned on the music to make the declaration official and Dusk exchanged his trilby for a specialised party hat.

This party was probably just as fun, perhaps even more so, than any other previous Pinkie party he'd been to. The girls all followed each other in a conga line, which Dusk decided to leave himself out of, as it would have been rather inappropriate in his eyes and it made him blush just thinking about it. In the end, he just danced with Spike, helped himself to punch and cake and had a good time, something he always did whenever he was with his friends. At one point, Pinkie approached him during the festivities.

"Hey Dusk." She came over all ashamed. "I just wanted to say that… I'm sorry for acting all crazy. I know that must have been scary for you."

"It's okay Pinkie," he assured her. "At least you're not now and that's what matters."

"Yeah and thanks for persuading me to come along to this." She gave him a rap on the head. "You are a pretty smart cookie."

"Thanks, but remember I'm not the only one." He gestured to Twilight, who was standing across the room.

"Okay Mr Modesty." Her smile brightened. "Hey, Rarity said that she's been teaching you how to dance."

"Oh um… did she?" He was wondering if she 'mentioned' anything else, but he decided she didn't. He trusted her enough not to doubt her.

"Yep. Come on, let's see what you got!" Without waiting for his affirmation, she grabbed his hoof and pulled him into the middle of the dance floor. She was mostly frantic and erratic in her dancing, but that didn't matter to Dusk, as he just laughed along with her.

Now, another date had been crossed off on his calendar. It was rather daunting to think that it was just two nights away, the night that the girls had all been waiting for, the one they would call the 'best night ever.'

The night of the Grand Galloping Gala.

* * *

Oooh, not long now! Everypony has their plans and dreams for the Gala all ready for the big night! But… what about Dusk?


	25. Gala Plans

**Gala Plans**

The slow rhythm of a traditional waltz music played in Dusk's ears, moving in near-perfect time with the beat that it created, smoothly moving Rarity across the space that she had created in the middle of the room. He held her as gently as he could, allowing himself to be relaxed, no matter how much he wanted to tense up from how nervous he felt about making a mistake. This was the last dancing lesson that they could fit in before the Grand Galloping Gala the following evening and he wanted to be sure that he would be ready to offer Twilight the chance to dance with him, if he was able to pluck up the nerve to ask.

He gave her one last spin as the music reached its end, bowing to her once it was finished and she returning the gesture with a curtsey. Calming himself as best he could, he looked up to see her smiling radiantly and found himself returning it.

"Dusk, that was perfect," she declared proudly. "I don't think that there's anything else that I can teach you."

"So… I'm ready?" he dared to ask.

"You are ready," she confirmed. "Once you dance at the Gala with Twilight, I guarantee that she'll see just how wonderful you can really be, if she hasn't already."

"Thanks for the vote of confidence," he mumbled modestly. "And thank you, for taking the time out to teach me, even if it was a pain."

"Think nothing of it. I shall simply be happy once you sweep Twilight off her hooves, as I have no doubt you will." She removed the gramophone and put it away. "Are you looking forward to the Gala?"

"Very much so," he replied. "I've never been, but at least it's at home… well, my home at any rate. It'll be great to spend the evening with you all."

"Ah, yes." She looked a little unsure. "Well, that's an issue, you see."

"How do you mean?"

"Well, you already know how I intend to spend a romantic evening with Prince Blueblood, but the others all have… plans of their own for the Gala."

Dusk was starting to feel a little apprehensive now. "I don't understand, what do you mean 'plans'?"

"Well…" Rarity shifted a little on her feet. "You must understand Dusk, all of us have dreamed of one day attending the Gala. As such, we all have our own special plans or hopes to fulfil at the Gala, plans that may take up… most of the evening."

"Oh… okay I uh… I understand," he stammered, feeling a little downcast at this news.

"Dusk, are you all right?" she asked, concerned.

"I uh… I don't know." He picked up his hat from the hat stand. "I need to think about this, I'll uh… see you later."

"I see." She looked like she was going to try and stop him leaving, but something told him that he understood how he was feeling. "Well… take care, darling."

"You too," he said quietly, leaving the Carousel Boutique and stepping back outside.

Even though the girls were the best friends he could have asked for, he still felt like the odd-one out at times, even if he did share the same special connection. He was the only stallion in the group, he wasn't one of the Elements of Harmony and now there was this. He himself had never thought much of the Gala. It was a big social event that there was no way he'd be able to fit in with, so why would he? As such, he didn't have any kind of special plan like the rest of them might have. It made him feel left out, like he was missing the point of it…

Before he could think further on this, he decided it would be better to hear them from the girls themselves, just to be sure. Maybe it wouldn't be as bad as Rarity had said, or so he was hoping. As such, he was now scanning the sky for a tell-tale streak of colours that only Rainbow Dash could leave. He soon found her, snoozing away on a cloud. She was a little annoyed when she was awoken, but lightened up a little when she saw who it was.

"Heya Dusk!" She offered him a hoof to bump. "What's up?"

"I just wanted to say hello," he replied as casually as he could. "Looking forward to tomorrow night?"

"You know it, it's gonna be awesome!"

"Really? Because I thought… actually, never mind."

"No, come on. You said it now, you can't take it back," she told him. He didn't want to say what he had thought of, but he didn't think she would mind if that was the case.

"I didn't think it would be your scene, you know…" he tried to find the best way to word it. "Um… dressing up, if you know what I mean…"

"Eh, I guess not," she shrugged, not noticing how uncomfortable he was mentioning it. "I might not make a habit of wearing dresses, but just for the Gala, I'm gonna be wearing the coolest dress anypony has ever seen."

"I have no doubt of that," he agreed. She looked at him, her eyes narrowing slightly.

"You noticed I'm not much of a girly girl then," she pointed out casually.

"You could say that yes."

"So what are you saying?" she asked aggressively. "That I should be a girly girl, huh? Doing all hair and make-up?"

"What? No, no of course not…" He was taken aback at this, afraid he'd said something wrong.

"Then what are you saying, huh?" she demanded, poking him in the chest. "Come on, spit it out!"

"I was just er… just saying that um… you're not much of a um… a girly girl, as you say. Not that that's a bad thing," he said quickly. "I mean, it's what makes you who you are and I'm not sexist or anything of the sort I uh…"

Then, she laughed and rapped him on the arm. "Chill out Dusk, I'm just messin' with you. I didn't mean it."

"Oh right…" He rubbed the back of his head, feeling a little foolish. "Sorry, still getting used to that…"

"Yeah, you always end up stammering like that when you're nervous." She flew and looked at him upside down. "You're pretty sensitive for a guy."

"And you're rather um… tough for a girl," he countered unsurely.

"I know right?" She laughed again and gave him another rap on the leg, which he winced from. "Maybe I should try and toughen you up a bit."

"Perhaps…" He cleared his throat, returning to what he wanted to ask her. "So, will you be busy during the night of the Gala?"

"Are you kidding? I'm gonna be showing my skills off to the Wonderbolts! They perform at the Gala every year and this is gonna be the best chance for me to show off what I can do."

"Ah… I see…" She didn't notice what he'd said and carried on.

"Just you wait and see Dusk, I'm gonna show 'em what real flying is all about. The Buccaneer Blaze, the sonic rainboom, they're gonna be blown away and I'll be one step closer to joining them. Can you picture it? Me, in the Wonderbolts…"

"I can see it already," he agreed absently, not really listening anymore. "Anyway um, sorry to cut this short but I… need to be somewhere."

She gave a pout at this. "Aw, you sure? I was just gonna show you what I had planned for the Gala."

"Um… surprise me." He did his best to smile and turned to go. "Have a nice nap."

"Will do, seeya," she said, flying back up to her cloud and setting her head down to sleep, Dusk walking back down the road.

Despite the blow that the coolest of his friends would be busy on the night of the Gala, in a way, he supposed that he'd known all along. The Wonderbolts did perform at the Gala, so Rainbow would be a fool to miss out an opportunity to show off her skills to them once more. He wondered what it actually took to join the Wonderbolts. If he were Spitfire, he would have taken on Rainbow the instant after she performed the sonic rainboom, but for whatever reason she'd waited. He shrugged, putting the thought aside. The workings of the elite flyers didn't really matter right now.

Caught up in his meanderings, he didn't notice as he collided with something bright pink that suddenly jumped out of a bush.

"Oops, sorry Dusky!"

"It's all right Pinkie," he assured her, as she helped him up. "I was miles away, that's all."

"No you weren't, you're standing right here," she corrected brightly.

"No, I mean I was…" He let it go, knowing she was just being Pinkie. "Never mind." He looked over her to see that her fur was tangled with leaves and bits of twig. "What have you been up to?"

"I've literally been up! I wanted to see if travelling through the trees and bushes around town was any easier than taking the paths, you know, mix things up a little."

"I… see. And was it?"

"Mm, no, not really. Going on a path might be more boring, but I think it's a lot cleaner that travelling by tree." She knocked the side of her head, leaves falling out of her left ear. "So, what are you doing?"

Disregarding all that she had just said, Dusk returned to reality. "Nothing much, just wandering."

"I do that too when I'm bored. One time, I wandered so far I ended up in Torttingham. Didn't quite understand how that happened, but they do great fries there, but they call them 'chips'. What's up with that?" She shrugged and beamed at him again. "You looking forward to the Gala?"

"Sort of," he said noncommittally. "I take it you are?"

"Of course! Why wouldn't I? The Grand Galloping Gala is the biggest, fanciest, swingiest, cakiest, danciest, most funeriffic party in all of Equestria. It'll be great, especially when I'm there because I love parties, especially the Grand Galloping Gala because it's just so fun." In typical Pinkie fashion, she said all of this without pausing for breath.

"Well, I can certainly tell you're going to be having a fun evening," noted Dusk, unable to suppress a smile.

"I most certainly will. What are you planning for the Gala?"

"Nothing really, I don't have anything planned," he said honestly.

At this, Pinkie gasped dramatically, as if he'd just suddenly said all parties had been declared illegal by royal command. "But how can that be? You've gotta have a special plan for the Gala, you just gotta!"

"Um… why?" Dusk asked unsurely.

"We _all _have special plans for the Gala Dusk, it's what they expect!"

"Who, our friends?"

"No, _them!_" She pointed in a direction into the sky. "Them, watching us out there!"

Dusk, still unsure as what to make of this, looked in the direction that she pointed. He saw the clear blue sky, the odd cloud here and there and birds flying and chirping happily, but he couldn't see anything else. He looked rather warily at Pinkie, who still had a determined expression on her face.

"Um… Pinkie, there's nopony watching us. Are you… seeing them right now?"

"Not all the time, but sometimes I see 'em. They're really weird too. Their faces are too small, their eyes are tiny, and they've got no fur other than on their heads and these weird meaty things on the end of their hooves. I sometimes talk to them, but I don't think they can hear me. Shame really." She squinted back at the sky, as if something might appear there.

"Right…" Deciding this was going into strange territory, Dusk began to edge away. "I'm going to go and see er… Fluttershy now."

"That's nice of you," said Pinkie happily. "Have smiletastic day Dusk and remember, they're watching us." She tapped her face knowingly and bounced off in the opposite direction.

Dusk looked unsurely back into the sky again, then back at Pinkie and finally shrugged. She was just being Pinkie, as usual. As he set off for Fluttershy's cottage, he processed this new information. Should have a plan for the Gala like the rest of them supposedly did or was that just Pinkie in one of her odd moods? He supposed it might make him feel less left out but… what could he do at the Gala that he couldn't do anywhere else? What would make his evening special? Mentally noting to think about those details later, he continued onwards down the road.

So Rainbow and Pinkie would be busy on the night, but he was fairly sure his emotional equal would be free. She was just as tentative about social events as he was, especially with a big group of strange ponies. Maybe Fluttershy would be free for the Gala, as he met her at her home and she invited him into her garden for some tea. At first, the conversation turned to Dusk's new pet.

"Oh she's doing wonderfully," he told her happily. "She's really made a difference in my home."

"I'm glad she is. The poor thing was so nervous and scared when I first found her, I didn't think she'd be a pet or friends with anypony."

"Remind you of somepony?" Dusk asked knowingly. "Maybe that was why I was drawn to her. We are quite alike."

"Yes, I noticed." She sipped her tea and smiled at him. "I'm sure you're doing a wonderful job with her."

"I try my best," shrugged Dusk, wanting to return to the topic he wished to discuss. "So… the Gala tomorrow night?"

"Oh yes, it's going to be wonderful!" she said dreamily.

"I didn't think you'd be so excited by a big social gathering," he noted curiously.

"Well, it's not so much the dance itself, but the gardens that surround it," she explained. "The beautiful flowers that grow in the garden will all be in bloom only on the night of the Gala, and that's not all. There are all sorts of animals that live in the gardens, all kinds of different critters and creatures for me to make new friends with."

"So… you'll be busy for the Gala too?" Dusk asked, knowing the answer.

"Yes, I'll be in the gardens all night." She noticed how forlorn he must look and her smile faltered. "Oh, I'm sorry. Did you want to do something?"

"No, no, I'm fine…"

"You could join me in the gardens, if you like. You're interested in animals too."

"Thanks, but I wouldn't want to bother you on your big evening," he declined, remembering what Pinkie had said to him. "Besides I uh… have my own plans for the Gala."

"Oh really? What?" Dusk suddenly realised what had come out of his mouth. Why had he said that? He had no such plans at all!

"I uh… um… I'd rather not say yet, it's a um… a surprise." He tried to cover it up with a smile, hoping she wouldn't notice. Thankfully, she didn't and didn't ask any more questions on the matter.

When Dusk left her home a few minutes later, he was thoroughly depressed. Even Fluttershy had a special plan that she'd been waiting for on the night of the Gala. If she had her unqiue dream for the Gala, there was no doubt the rest of the girls would too, even Twilight. They'd all be busy with them at the Gala, while he'd be on his own for the whole evening. He'd never be able to ask Twilight to dance with him now, not now she'd be so busy…

He sniffed and wiped away the tear that threatened to trickle down his cheek, as he stopped to rest under the shade of a nearby tree overlooking Sweet Apple Acres. Suddenly, he wasn't looking forward to the Grand Galloping Gala at all. He was now wishing that the night would come along and be over and done with as quickly as possible, just so he wouldn't have to suffer the embarrassment of having nothing to do for long, of being even more of an odd-one out…

"Yer lookin' a little bluer than usual sugarcube." He looked up to see Applejack, wearing her saddlebags and a tender expression. "You okay hun?"

He sighed, hoping his voice wasn't shaking from holding back tears. "Not really, no. You don't have to concern yourself with me though, you're probably busy…"

"That may be, but ah consider a friend in distress of much greater importance. Ya should know that by now." She placed herself on the ground next to him. "What's on yer mind Dusk?"

"It's um… it's silly, it's not important…"

"Ah'll be the judge-a that. Ah ain't leavin' till you tell me what's eatin' ya," she said firmly, in typical Applejack fashion.

Knowing she was telling the truth, Dusk looked at her. "Applejack… do you have plans for the Gala?"

She seemed surprised at the question but answered regardless. "Well, ah'm gonna be sellin' ma stock there from the farm. Apples, apple fritter, apple fries, apple pie, you name it, ah'm sellin' it. Should be able ta raise a pretty penny fer business here on the farm and do some renovations with it. Least, that's what ah'm hopin'." She tilted her head sideways. "Why do ya ask?"

"It's just… well… you all have special plans for the Gala, hopes or dreams to fulfil. And I…" He bowed his head in shame. "I have nothing."

"Nothin'? Nothin' fer what?" she asked.

"I mean no special plan for the Gala, no secret wishes or childhood dreams to finally live, not like you. I never thought much of the Gala, just as another big social event that I would have no chance of being invited to or enjoying myself at. Now that I'm actually going and I hear about what all of you are hoping to do… I just feel like I'm missing out on something when I shouldn't be." He broke eye contact with her, knowing how pathetic he must sound.

"Dusk… ah understand why yer feelin' like this." Her voice was still gentle and kind. "But ah think the fact that ya have no plan fer the Gala makes ya jus' as valid ta come as the rest-a us."

He looked back into her kind, honest face. "Really?"

"Sure, 'cause that means ya can jus' make it up as you go. Ya know, get in there, talk ta some new ponies, make some new friends an' jus' have yerself a good time like that. Yer a very different pony from when ya firs' thought about the Gala ah think."

"In a way… yes, I suppose I am," he agreed, realising what she was getting at.

"So ya can get in there an' show 'em jus' how different ya really are an' jus' enjoy yerself. Besides," she added, "we may not be busy all night with what we have planned fer the evenin'."

"Is… that so?" he asked, his spirits raising a little more.

"Well yeah, we may get some time ta spend tagether durin' the Gala. Ya never know, we'll jus' have ta wait an' see." She saw the smile that was growing on his face. "Feelin' better now, ah see."

"Much better, thank you Applejack." Giving her his warmest smile and a tip of his trilby, he turned to leave. "If you would excuse me, there's something I need to do."

"Sure thing, ah gotta get this stuff ta the farm anyway. Glad ah could help Dusk!" She called, as he galloped off towards the library, his hopes renewed.

This latest news was a great source of comfort for him. Not only did he not feel as bad about the upcoming Gala, but he was also relieved at the discovery that the girls might not be kept busy all night by their own plans, specifically one of them. He thought it would be best to ask her, right now, just so that he at least had something to hope for. It would be easier said than done, as his stomach was doing backflips and every instinct that he had become accustomed to was screaming at him to stop. Doing his best to ignore them and remember all that Rarity had taught him, he pressed on towards his workplace.

Still smiling, but feeling butterflies begin to flap frantically in his digestive system, he slowed down when he reached the library, caught his breath and composed himself, entering through the door. They weren't in the tree itself, but he saw both Twilight and Spike at the top of a nearby hill. Taking a few deep breaths, he went out to meet them, Spike rocking back and forth on his feet, while Twilight had her head in a book, an apple standing before her.

Knowing she was busy, and secretly looking for an excuse to postpone the moment of truth for now, he watched silently. Twilight soon put aside the book and Spike suddenly watched alertly. She shut her eyes in concentration, her horn aglow with purple magic, an aura surrounding the apple. It suddenly swelled in size as if pumped full of helium, growing a set of wooden wheels and glass windows, as well as a set at the front for a driver to sit and a harness for ponies to attach themselves. Dusk marvelled at the apple carriage for about five seconds until it reverted back to its orginal state.

"Wow, nice work Twilight!" Spike praised. "This'll be perfect for the Gala."

"I hope so. I just need to try and do the other spell I'm working on, but I think we'll be ready in time for the Gala. Let's take a break for…" She stopped and beamed when she saw Dusk. "Oh hello Dusk!"

"Huh? Oh, hey buddy!" Spike said. "How long have you been there?"

"Not long," he admitted, walking over, trying his best to sound casual. "That was some great magic there, though I wouldn't have expected any less."

"Yeah, pretty awesome huh?" added Spike, as Twilight blushed at the compliment. "I get to be the driver, once Twilight gets the pullers sorted."

"You're a dragon of many talents Spike," said Dusk. "I'm sure you'll do a fine job. Looking forward to it?"

"Oh yeah! I mean," he added hurriedly, "I'm not into all that girly stuff, if you know what I mean," he muttered in an undertone.

"Don't worry, I do," he replied, winking. "But it'll still be a great evening."

"Sure yeah, especially seeing how us Canterlotians will all be back home. Maybe you and me could hang out there Dusk, see the sights and everything. Do you like donuts?"

"I don't dislike them," he said.

"Great," he said brightly, "cause you're gonna love this donut shop me and Twilight used to go to. And you can show us where you used to hang out."

"I didn't frequent many places apart from the library, but it could still be fun I suppose," he admitted.

"Yeah, it will be." He gave Dusk a hoof bump as Twilight came over. "So, what brings you here?"

Dusk felt the nerves come back once more, knowing the time was close. "Actually, I came to ask Twilight something?"

"Really? What about, is there something wrong?" she asked out of concern for him. He was touched by this and echoed her blush.

"Nothing, don't worry but… can I talk to you? In private?" he added pointedly to Spike.

"Huh? Oh right yeah, of course," he nodded, walking back down the hill, leaving the two of them alone. As he did, he gave Dusk his own wink and knowing smile, setting off back for the library.

Now he was alone with her, Dusk didn't really know how to begin. He opened his mouth a few times to start speaking, but shut it again when he thought about it a bit more. Twilight must have noticed his discomfort and spoke up instead.

"Are you sure everything's okay Dusk? You can talk to me, you know that."

"I um… already have," he said cryptically. "Anyway um… listen, I was wondering… do you have any plans for the um… for the Gala?"

"Oh." She seemed a little disappointed, but she covered it up quickly. "Yes, I intend to spend the evening talking to Princess Celestia. It's been so long since I've had a proper talk with her, that this will be a great opportunity to catch up on everything. I'm really looking forward to it. What about you, what do you have planned?"

"Nothing really, I'm just going to go along and see what happens," he said proudly.

"Good for you, I hope that works out well. I couldn't imagine going along without some kind of plan for the evening, but I suppose that would work for you."

"I hope it does…" Summing up all of his courage, he returned to the issue. "Anyway, the reason I asked was… well… I was wondering if um… if you weren't too busy, that um… you might… well…"

"Yes?" she prompted gently, not losing her patience with his nervous stammering.

"Um… if you would… like do have a… a dance… with me…" he said quietly. He diverted his gaze to the ground, not daring to look at her face.

"You… you want to dance with me?" she repeated. She sounded just as surprised about this, but he couldn't tell if she was angry or happy.

"Well um… I mean, it's just I've been taking lessons… you know, for the Gala, because it's a dance and I… I don't know how to dance so… I was taught and um… just thought you might…" He trailed off and sighed, thinking that he was just embarrassing himself. "You know what, never mind… it was a stupid idea anyway… I just thought… never mind." He was about to leave, staring at the ground when…

"Wait." He looked back, daring to look at her face. She was smiling. "I'd like that."

"P-p-p-pardon?" he asked, hardly daring to believe it.

"Provided I'm not too busy doing the evening then…" She paused, took an intake of breath and beamed at him. "Then yes, I would lo- I mean very much like to dance with you Dusk."

"Y-y-you would?"

"Yes, I would. I'm sure you're a great dancer," she added warmly, her own cheeks turning red. "I don't know much about how to dance myself but… I suppose I could just look at it in a book right?"

"I'm sure you could," he said, grinning all the while. "Well, I'll see you tomorrow then. Good luck with that spell and um… thank you for accepting my offer."

"I'll do my best and thank you for offering," she said, smiling widely herself. "See you tomorrow evening!"

Dusk absently returned the farewell as he headed back down the hill, trying his best not to leap and woop for joy until he was out of sight. She'd said yes! She'd actually said yes! Now, he was definitely looking forward to the Grand Galloping Gala just as much as everypony else.

* * *

Good on you Dusk, you've finally plucked up the courage and it wasn't in vain.

Now then, I would like to cordially invite you all to a very special event. Dress your best, shine your shoes and prim your mane, because we're off to the Grand Galloping Gala! See you there!


	26. The Best Night Ever

**The Best Night Ever**

Dusk stood in front of a mirror in a changing room at the Carousel Boutique, buttoning up the black with blue pinstriped suit that Rarity had made him all the way back in December. He pulled up his blue tie, adjusting it so that it was straight against his white shirt. He thought the scroll on his lapel looked a little out of place, so he adjusted it. Then thought it was better where it was and adjusted it again. On second thought, it actually looked smarter before and changed it once more. Still feeling the rising nerves in the pit of his stomach, he breathed deeply and looked himself over one more time.

This was it. The big night that they'd all been waiting for. The night of the Grand Galloping Gala in Canterlot. The night that, hopefully, Dusk would be sharing a dance with the mare of his dreams. The girls were all getting ready in their own changing room, putting on make-up, styling their manes, washing their hair and putting on their gowns. Dusk had just come into this room, put on his suit, combed his mane and tail as best he could and put on his hat. He was as ready as he would ever be. He also had a lilac in his front pocket, which he intended to give to Twilight. Rarity told him it would be a wonderfully romantic gesture and so far she hadn't steered him wrong.

Despite his fear, Dusk couldn't help but also feel excited by the whole thing. Perhaps the girl's ecstatic attitude for the Gala was starting to rub off on him or perhaps it was to do with the fact that, until he danced with Twilight, he had absolutely no idea what he was going to do at the Gala until he got there and even then he wouldn't have a clue. Either way, he was going to make sure that he enjoyed the night and made the most of it. He certainly wouldn't be going back any day soon, so he might as well.

Just as he was making sure his hat looked alright, he jumped as there was a knock on the door. Collecting himself, but not looking away from the mirror he declared: "It's fine, come in."

He heard it open and then Twilight's voice. "We're all ready to get going Dusk. Are you set?"

"Yes, let me just…" He straightened it up one more time and nodded. "Yes, I'm ready to-" His words caught in his throat as he beheld Twilight in her gown.

This was the first time he'd seen Twilight in her dress and he was completely at a loss for words. The main flowing body of her gown was a midnight blue, decorated with bright white and aqua blue stars at the hem that twinkled in the night. The saddle that held the dress in place was also decorated in the same way, as were the ice-blue shoes that she wore on her hooves. Another of these stars was being worn in her ear, shining as brightly as her radiant purple eyes. The whole image made it seem as if she had fallen down from the night sky, a pony from the heavens; come to grace Equestria with her enchanting presence.

"Um, Dusk?" Her voice brought him back to reality, where he realised that he had been openly staring at her. She herself was now blushing from his open staring.

"I um… I… sorry Twi," he mumbled, feeling like an idiot.

"It's okay." She turned on the spot and looked shyly at him. "How do I look?"

"Well um… you…" As usual, he was embarrassed to provide comment on this kind of thing, but he still said that first thing that had come to mind. "Twilight, you look… incredible."

Her blush deepened, as did his, but she still smiled. "Thank you and you look… very handsome yourself."

"You… you think so?" He hadn't expected this at all.

"You certainly do and… well, yes," she affirmed with a nervous laugh. She seemed too embarrassed to say anymore, as was he. "So… shall we go?"

"Um yeah… good idea." Scolding himself for how stupid he had been there, but still revelling in the fact she thought he was handsome, he walked with her down the stairs. "Oh, I almost forgot… here." He pulled out the lilac and put it behind her other ear.

"Oh Dusk, it's lovely." She glanced at it and gazed at him warmly. "Thank you, I'll wear it for the whole evening."

"That means a lot to me," he said sincerely, feeling a little more confident now. "Shall we?"

"We shall," she responded smartly, giggling as they arrived at the bottom of the stairs.

They reached the main entrance of the Boutique, where the girls were all waiting and ready to go. They all looked amazing in their individually styled gowns, but in Dusk's opinion, Twilight was the best of them all, though he didn't dare say this out loud. He faced them all and bowed, doing his best to step into the role of the gentlecolt Rarity so often referred to him as. If they were going to an event in Canterlot, he may as well behave by Canterlot standards.

"Good evening ladies. May I say you are all looking quite resplendent tonight?" There was the odd murmur of thanks and Pinkie cried out, "Sure!" in her shrill voice, Twilight blushing once more. "The Gala awaits you all. If you would follow me, I shall escort you to the carriage."

Holding the door open for them, he let them step into the carriage, crossed around to the front and attached himself to the harness. He would be pulling the carriage, along with one other stallion, as the mice that Twilight had turned into 'horses' had been chased away by Rarity's cat. This was a much more practical solution anyway. Spike sat in the driver's seat, holding onto reigns and dressed in a small black tuxedo with a red bow-tie.

"Ready bro?" asked Spike.

"When you are my scaley friend." At a light tap of the reigns, Dusk and the other stallion set off towards the shining lights of Canterlot.

On the way, Spike talked about how he had planned an insider's tour of Canterlot, mentioning how he would show Applejack the golden apple tree owned by Princess Celestia, Rarity the crown jewels and Pinkie his favourite donut shop. He would have liked to spend the evening with his fellow assistant, but tonight was about what he could do at the Gala, what he would see. So when Spike asked where Dusk would like to go, he only responded with:

"Surprise me."

"Then let's get moving!" He gave a hard flick of the reigns, making a sharp pain rise in Dusk's hind quarters. "Oops, sorry…"

"It's fine," Dusk assured, his eyes watering. "Leave it, it's not worth it," he added to the other stallion, who was glaring at Spike.

"If he wasn't friends with my neighbour Rarity," he grumbled, but didn't finish.

They reached Canterlot as the stars lit up the sky, though they were drowned out from the lights of the Gala. Somehow, the royal city looked even more majestic at night, sparkling like a diamond from the bright lights that shone against the white stone. They joined the line of other carriages bearing their own guests. Once they reached the drop off point, the other stallion offered to bring around the carriage for Dusk while he went inside.

"You sure you don't need help?" offered Dusk as he released himself.

"Nah, I'm fine, you go in and have a great time with your friends," he offered, smiling as he took the carriage around the back. Nice guy, thought Dusk, turning to face the girls who had all stepped out of the carriage.

"Wow! You all look... amazing!" marvelled Spike

They, however, were all looking in the direction of the Gala, transfixed by the beauty of it. "I can't believe we're finally here. With all that we've imagined, the reality of this night is sure to make this... The Best Night Ever!"

At Twilight's declaration, they all burst into song.

_At the gala  
At the gala_

Fluttershy was the first to take up the tune.

_At the gala, in the garden  
I'm going to see them all.  
All the creatures, I'll befriend them at the gala!_

_At the gala_

_All the birdies and the critters  
They will love me, big and small  
We'll become good friends forever  
right here at the Gala!_

_All our dreams will come true, right here at the Gala! At the Gala!_

As they began to march towards the Gala, Applejack took her cue.

_At the gala, (it's amazing) I will sell them (that you heard of)  
all my appletastic treats! (yummy yummy)  
Hungry ponies (give us samples), they will buy them (we will buy them)  
caramel apples, apple sweets! (Gimme some)  
And I'll earn a lot of money  
for the Apple Family!_

_All our dreams and our hopes from now until here after. All that we've been wishing for will happen at the Gala. At the Gala!_

The stallion unicorns who had been singing back-up bowed so that their horns created an arch tunnel that Rarity graciously walked through.

_At the gala, all the royals  
they will meet fair Rarity  
They will see I'm just as regal at the Gala!_

_At the Gala_

_I will find him, my prince charming  
And how gallant he will be.  
He will treat me like a lady, tonight at the Gala!_

_This is what we've been waiting for to have the best night ever. Each of us will live our dreams tonight at the Gala! At the Gala_

Up overhead, Dusk heard a fanfare, a rumble like distant thunder and actually ducked as the Wonderbolts soared above, lightning streaking in their wake.

_Been dreaming, I've been waiting  
to fly with those great ponies.  
The Wonderbolts, their daring tricks  
Spinning 'round and having kicks.  
Perform for crowds of thousands.  
They'll shower us with diamonds!  
The Wonderbolts will see me right here at the Gala~!_

_All we've longed, for all we've dreamed, our happy ever-after. Finally will all come true right here at the Grand Gala! At the Gala!_

As ponies trailed into the Gala, one pink Earth pony bounced up and down in their midst.

_I'm here at the Grand Gala, for it is the best party.  
But the one thing it was missing was a pony named Pinkie.  
For I am the best at parties, all the ponies will agree.  
Ponies playing, ponies dancing with me at the Grand Gala!_

_Happiness and laughter at the Gala. At the Gala!_

Now the music took up a slower, mournful tone that picked up in tempo as Dusk took up his part. His was more reserved, quieter than the others had been.

_As wonderful and magical as this great night may seem  
I have no secret wishes, no harboured hopes or dreams  
This is the night my friends have all hoped and longed for  
I just hope to share a dance with the sweet mare that I care for  
As for other surprises this night has in store for me  
I'll just have to wait and see._

_A chance for a starlit romance at the Gala. At the Gala._

Feeling a little better, Dusk looked up to see Princess Celestia sail across the sky, Twilight watching her fly.

_At the Gala, (At the Gala) with the princess (with the princess)  
is where I'm going to be (She will be)  
We will talk all about magic,  
and what I've learned and seen. (She will see)  
It is going to be so special,  
as she takes time just for me!_

_This will be the best night EVER!_

_Into the Gala we must go  
we're ready now, we're all a glow  
Into the Gala, let's go in  
and have the best night ever.  
Into the Gala, now's the time, we're ready and we look divine._

Now they all marched to the Gala, taking up the chorus one at a time.

_Into the Gala  
Meet new friends  
Into the Gala  
Sell some Apples  
Into the Gala  
Find my prince  
Prove I'm great  
As a Wonderbolt is  
As for me  
just wait and see._

_To meet  
to sell  
to find  
to prove  
to woop  
to see  
to talk_

_Into the Gala, into the Gala  
And we'll have the BEST NIGHT EVER!  
At the Gala!_

"Yeah! This is gonna be the best night ever. You know why? Cause we're all gonna spend time at the Gala to-"

Dusk didn't hear the end of Spike's sentence, as he had dashed off in the infectious excitement of the others to see the wonders of the Gala. Later, he felt bad for leaving him behind, but decided that, for now, he would just try to enjoy the evening.

He walked into one of the sparkling hallways, packed full of upstanding, well-dressed ponies from all sects of pony society. Doing his best to remember his Canterlot standards, he walked with dignity, back straight, head held not too high and walked with the group to one of the halls. He paused at the door and held it open for two mares who were walking in behind him.

"After you," he said politely, bowing his head. The two of them seemed quite surprised at his chivalry, but smiled regardless.

"Thank you," one of them said, with a green coat of fur and matching dress. She was about to walk through, but then stopped and looked him over again. "Hey, did you go to Celestia's School for Gifted Unicorns?"

"Um, yes I did," he answered. "Why, did you?"

"Of course! Me and my friend both went and I thought I saw you somewhere before," she remarked, only glancing at him, then turning her eyes impatiently to the hall.

"Did you now… wait a minute…?" Thinking back now, something came to mind.

That fateful day, when the Mare in the Moon had vanished, he had been walking to the library and two mares had passed by him as he went. They'd been talking about him, the green mare considering going over to talk to him, while her friend, the dark pink one, had advised her against it. How strange fate could be.

"I know you two." They looked quite surprised at this, so he clarified. "I mean er… in passing. It was the um… the Summer Sun Celebration, when Nightmare Moon was released from imprisonment. I was… walking to the library and I heard you two talking about… me."

"What? What the hay are you-?" The pink one frowned and then realised. "Hey yeah, I remember now. You were the little lonely stallion, always drifting around the place."

"Prim! That's rude!" hissed the green one and gave him a sympathetic grimace. "Sorry, I remember too. I would've come over to say hi but… you know…"

"Think nothing of it," said Dusk, waving it away. "I hold no ill will for either of you, though I might suggest we move. We're uh… blocking the door." Sure enough, the line was starting to build behind them, so they entered the glittering hall, lined with sculptures and ribbons.

"Well, it's nice to meet you in person. You seem so… different," remarked the green mare.

"I am different, though my name is unchanged." Feeling surer of himself now they were on good terms, he bowed his head again. "Dusk Noir, at your service."

"I'm Mirror Shine," introduced the green mare. "My friend is Prim Proper." Once again, Prim only muttered her greeting.

"A pleasure meeting you both," he said regardless of her reaction to him. "Are you with anypony or is it just you?"

"We're actually off to meet our coltfriends," pointed out Prim sharply. "Come on Mirror, let's go…"

"Hey, you're not busy tonight are you? Why don't you come with us?" she offered.

"Really? I wouldn't want to impose, that's all."

"Not at all, you can come with us. Right Prim?" she asked pointedly.

She looked as if she was about to object, but sighed and shrugged. "Whatever, sure. Just don't get in our way."

"That would be the last thing I would do." Keeping a polite smile on and pleased that things seemed to be going well so far, he followed them through the hall.

They soon met up with two stallions, one a Unicorn and the other a Pegasus, who bestowed their respective marefriends with a kiss on the lips, whilst Dusk patiently waited. He couldn't help but feel a twinge of envy for the two stallions. They had managed to capture the hearts of their mares, no doubt with the impressive muscles that they were both gifted with and probably with significantly less effort. He glanced down at his own legs and realised how thin they were. He wished that he had muscles as impressive as they did and was reminded at how much smaller he was compared to most stallions. Not by much, but enough for the two of them to look down on him. Maybe if he could just be a little taller…

After greetings were done, they introduced themselves as Jock and Muscles. Their eyes also seemed to linger at how small he was, while Dusk cringed at how tight their hoofshakes were. If they were bothered by his presence, they didn't show it.

"So what do you do Dusk?" Mirror asked kindly, Jock's foreleg around her.

"I have an occupation in Ponyville," he explained. "I-"

"A what?" asked Muscles rudely.

"It means a job," Prim said impatiently. "I don't know why you'd want to work in a little dump like that though."

"Oh, why didn't you just say?" He frowned at him. "Speak plain English dude."

"Right…" Dusk said unsurely, coughing uncomfortably. "So um… what was I saying?"

"You were telling us about your job," prompted Mirror. At least she seemed nice.

"Oh yes. Well, I work at the library there as second assistant to Twilight Sparkle." He took a sip from his drink. "I believe you know her, as she did attend the school."

"Oh yeah, unsociable Twilight Sparkle," remarked Prim. "Always studying but never making friends. I think she thought she was better than us because she's the Princess's personal student."

"Yeah, you said it babe," Muscles agreed. "I feel for ya dude, must be pretty boring working in a library all day."

"Actually, it's quite interesting." That resulted in the two of them raising their eyebrows in surprise. He saw Muscles lean and whisper something in Prim's ear, at which she giggled. Dusk didn't quite hear him, but he could make out something that sounded like 'geek'.

He remained with them as the evening passed on, passing the time with idle conversation, though Prim was still rather cold and distant with him. Sometimes he earned some admiration with a joke that he made or something that he said about his life in Ponyville, but most of the time they sniggered at how rather un-stallion like he was. One time he managed to succeed with the former was when Mirror remembered that he'd competed in the Magic Contest.

"Yeah, your performance was really good," she remarked.

"What kind of magic was that anyway?" asked Prim, her interest a little piqued.

"Mine," he replied simply, demonstrating it by making swirls of colour fly around their heads before vanishing.

"Hey, that's pretty cool," remarked Muscles, as he tried to touch it, but Dusk made it flinch like a living thing.

"How come it's not your cutie mark?" asked Jock, watching as one swirled around his legs.

"It um… it just isn't," he said feebly, cutting off the magic.

"So you got that piece of paper instead? Man that's lame," he sniggered, making Dusk flush.

As a result talking to them, Dusk was, needless to say, beginning to regret coming with them. He was only staying with them because he thought it might get better if he remained with them longer and that they'd warm to him. That didn't seem to be happening and consequently, he was losing his confidence and started to stammer and pause a little more, which wasn't helping his situation. Soon, he would have to leave and find something else that might occupy his evening.

That came when Mirror, who had been silently scolding the other three but saying nothing, asked him what he liked to do in Ponyville.

"Oh well um… reading in my home, going to the spa um… taking tea, just-"

"What?" guffawed Muscles. "Going to the spa? What do you like getting hooficures and seaweed wraps? Sad 'cause ya chipped a hoof?"

"I-I-I um… I…" Dusk stammered once more, unsure as to what to say.

"And taking tea, oh how lovely," said Jock in a mock posh voice. "You wear a frilly dress and a ribbon in your hair too?"

This made Dusk cast his head down in utter mortification. In all of this, he'd completely forgotten that the latter two activities weren't something that most stallions did in their spare time. He felt so humiliated and ashamed, the two of them laughing away, even Prim sniggering away while Mirror was in an unsure silence. Not wanting to stay any longer, he dared to glance up.

"I see… if you would excuse me, gentlemen, ladies…" Bowing his head, he fast-walked out of the hall away from them.

"Dusk, wait!" Mirror had caught up to him, her expression pitying. "I'm sorry about them they… they don't mean it. Please, come on back and I'm sure they'll apologise."

He tried his best to control the shaking in his voice. "Thank you, Miss Shine but… I would prefer some time alone, if it's all the same with you…"

She looked like she might argue, but gave him an understanding nod. "I get it… I need to get back, sorry again." But Dusk had already left, not looking back.

He stopped out in one of the hallways, which was mostly empty and rested his head on a wall.

"How could I have been so stupid?" he whispered scornfully. "This isn't what I had in mind for the Gala…"

He let a few tears trickle down his cheek, still grimacing from their hurtful words and laughter. He was meant to be having a good time here, yet all he had gained was scorn and ridicule, a reminder that he was a weak little stallion, not big and tough like the rest of them. There wasn't even any point in staying now, the girls would all be having a wonderful time. He didn't want to spoil their evening with his misery. Maybe he would just walk home, not bother them… they wouldn't want that… He'd never even got to dance with Twilight…

But something made him go against that, made him wipe away his tears and stand with a determined expression, gripping the good luck charm that was concealed beneath his shirt. Giving up like this, that was the old Dusk. Not this Dusk. This was one little slip-up, with one little group of ponies among hundreds. The evening was still young and he still had yet to dance with Twilight, possibly the only thing he did have planned. He wasn't going to let this put him down and spoil his night.

"I may not have waited and dreamed for this night, but somehow, I'm still going to try and make this… the Best Night Ever!" he declared. Then lapsed into an embarrassed silence when some nearby ponies stared at him strangely.

Walking around the halls, he debated as to what to do. He definitely wasn't going to go back into the hall where his mockers were and he wasn't sure he wanted to try his luck with anypony else. He really wanted to spend time with somepony he knew, but he wasn't prepared to disturb the girls on their special night and didn't even know where to start looking for Spike. He thought of Twilight, no doubt absorbed in conversation with Princess Celestia, waiting for the moment they would share their dance. He wished Princess Luna was around, he could at least talk to her… wait that was it! That was how he could have a good time at the Gala until he could dance with her. He resolved to find the Princess of the Night and spend some time with her. So, he set off to search for her.

He ended up running what felt like the whole of Canterlot searching for her. She wasn't greeting the guests with Celestia at the entrance (Dusk had to resist the urge to go and see Twilight), she wasn't anywhere outside near the gardens, she wasn't at the VIP section of the Gala, nor was she in the dance hall. He searched all over the Gala but could find no sign of her anywhere. He paused to think in one of the hallways. Where could she possibly be? Would it be worth asking somepony?

"Hey, you okay sir?" asked a friendly voice. He turned to see a white-coated unicorn stallion with a blue mane standing behind him. He wore the bright purple with gold finish armour only bestowed to the Captain of the Guard.

As a result, Dusk stood a little straighter out of respect for him. "I'm fine thanks Captain but…" He paused to think. Perhaps he would be willing to help. "Actually, do you know where I might find Princess Luna? I've not been able to find her around the Gala."

"Do you know her?" asked the captain, not suspiciously but still sounding concerned.

"Yes, she invited me here once and we got on quite well." He dared to make a joke. "Don't worry; I'm not… an assassin or um anything like that."

To his relief, he laughed light heartedly. "Sorry, it's always good to check. Well, from what I hear she didn't really plan on attending the Gala."

"Really? Why?"

"Don't know really," the captain shrugged. "Princess Celestia wouldn't say much, she just told me to get on with security arrangements for the Gala." He gave him a sort of admiring smile. "If you think you can help her, she's in the Star Tower on the west side of the palace."

"I know where it is," Dusk nodded, recalling where she'd had tea with him. "Thank you captain. If something is wrong, I'll see what I can do."

"I'm sure you will," he said. "I'd better get back to my post, nice meeting you."

"Likewise captain," saluted Dusk. "Maybe we'll meet again sometime in the future."

"Maybe we will." He returned the salute and marched off, while Dusk sprinted off to find Luna.

He smiled at the thought of the captain and how helpful he had been. It was strange, it felt as if he knew him somehow or if he had engendered some sort of… trust. No, he decided, he was just a helpful guy and he was grateful for his assistance. It was just a shame that he hadn't had the time to ask for his name.

He soon reached the foot of the tower, guarded by the same Shadow Guards as last time. To his relief, they even recognised him, one of them going upstairs to tell the Princess. Dusk was a little surprised at how excited he was to talk to Luna again. It was almost as if she was as much his friend as any of the girls were. If there was a problem, he hoped she was okay and that he could help somehow if she wasn't. He was then ushered up to the top and told he could just go straight in, though he still knocked on the door regardless.

"Enter!" The voice was less commanding than last time, more friendly and happy. When he did enter, Luna positively beamed at the sight of him, but collected herself and reduced her smile somewhat. Dusk couldn't help but return it.

"Good evening, Your Highness," he greeted, sinking into a low bow. "It's an honour and a pleasure to see you again."

"The feeling is mutual, young Dusk," she said happily. "Thou are looking, what is it they say… sharp this evening." He blushed at her compliment. "Tell us, why have thou chosen to seek us out tonight, rather than remain at the Gala?"

"Well, my friends are all busy tonight and I just wanted to talk to somepony that I knew so… I thought you wouldn't mind, Highness." He looked up at her. "You don't, do you?"

"We do not, in fact, we are glad of some familiar company." She gestured beside her at the balcony. "Come, let us talk. Much has happened since we spoke last."

Ecstatic that she wasn't annoyed that he had disturbed her, Dusk joined her at the balcony. As they sat there, she was perfectly content to listen about all that happened in Ponyville since the time that they had last talked, occasionally passing comment on it. She seemed quite happy in a way, hearing about all of the things that he did with his friends. It was almost as if she envied him in a way, like she too wished to share in friendship, but she kept it hidden beneath her smile… or maybe that was just Dusk thinking too much into it. She was just happy for him that was all he needed to know.

When they arrived on the subject of the Gala, Dusk found himself faltering when he recalled his tormentors, diverting his gaze away from Princess Luna. She however, sensed his distress and kindly offered to listen to whatever he had to say on the matter. So he told her, her expression becoming sterner as she listened, until she gave an angry snort. Even the steam the emerged from her nostrils glittered like starlight.

"Ruffians," she commented. "Pay no heed to their words Dusk, they are nothing."

"But, with all due respect, they're right Princess," he mumbled sadly. "I'm not like other stallions. I'm not big or strong or tough. If anything, I'm a little pathetic… I wish I was stronger, bigger…"

"Enough! We shall not listen to this," she declared firmly. "Listen well, young Dusk. Do not wish to be something thou cannot be, but instead be happy with who you are, regardless of what others might think of thee."

"But… but they… they…" She raised a hoof to silence his stammering.

"If they choose to mock and ridicule thee, let them but do not listen, for such ponies are not worth listening to. Be happy with who thou are, as your friends are… as we are," she added softly.

Dusk looked up at her in surprise. "Y-y-you are?"

"Indeed. Your humble nature, your intelligence, they are part of who you are and we like who you are."

"Oh um…" He wasn't sure what to say, apart from: "Thank you, Your Highness. That… means a lot to me."

"Good," she said simply. "Did we help to make thee feel better?"

"Very much so, thank you," he said sincerely, pushing those hurtful thoughts out of his mind.

"Shall we have these scorners of yours thrown in the dungeons for extra measure?"

"Princess! Isn't that a little-" He stopped when he saw that she was smiling. "Oh, you're joking."

"Yes, was that not clear?" He shared in a light-hearted laugh with her, before they fell into a comfortable silence. He was glad he could at least laugh with her.

When he looked back up at her, her gaze was looking past him off into the distance. He followed it to see that she was looking at the lights of the Gala, bathing the high towers of Canterlot in their glow. Her eyes were shining too, he noticed, with a kind of longing, perhaps regret. Then she noticed that he was watching her and tore her gaze away from the Gala, staring resolutely off out of the city, at the vast landscape below. That didn't stop Dusk having a sudden thought, on why she was up here on her own in the first place.

"It's quite spectacular, isn't it?" he commented casually.

"What?" she asked, though he knew full well she'd heard him. "Oh yes, the Gala… Yes, it is quite… spectacular." There was that hint of regret again.

"If I may ask, Highness," began Dusk gently, "why are you up here by yourself, rather than with your sister at the Gala?"

She appeared quite taken aback at the question and the control in her voice seemed forced. "Because we are not needed at the Gala. Our sister is quite capable of greeting the guests by herself, so why would we be needed?"

Dusk wasn't convinced. "Princess… I don't think that's it," he said simply. He didn't want to say anymore for risk of seeming imposing or rude. He just hoped that would provoke a response from her.

Her expression saddened and she looked down at him. "Have thou seen how others react to us, young Dusk?"

"Um… not really." In truth, he had noticed but he didn't have the heart to say.

"When we speak, they tremble in fear at us. They do not see us as they do our sister. She is more loved, more adored than we are. We know this, we have seen it." She gazed back at the Gala. "That is why we do not attend the Gala. What would be the point of our presence there, when we would merely spoil everypony's evening?" She hung her head sadly and said no more.

Dusk immediately felt overwhelming pity for her. But that wasn't all he felt for her. It was pity and empathy. This fear that she had of seeing how others may think of her, preferring to hide rather than risk the chance of being rejected, of being scorned by others because of certain qualities about herself, what she thought about herself. It reminded him of somepony that he once knew, somepony who was exactly the same.

She reminded him… of him. Of how he used to be. And he knew it was his duty to help her, as his friends had done. If he couldn't make this night special for himself, perhaps he could do it for her.

"Princess, I understand how you feel. I used to think the same way that I wasn't worth anypony's time, that there wasn't any point in me doing something when it was so obvious to me that others would just think of it as boring or stupid." She raised her head and looked back at him and knew he was making progress. "But then a friend of mine, a very good friend, gave me a piece of advice that I'll never forget."

"And… what was that?" Her voice had lost its authority and command now. She sounded more like a child, seeing help and reassurance. It almost made him cry.

"How can you know the outcome of something that you do if you don't even try?" He said no more and Luna continued to gaze at him. He could tell the words had an impact, as something changed in her eyes. Now for the final part. "If you would permit me Princess, perhaps we could both go to the Gala. Together."

She stared at him, then her eyes flickered away out of indecision, looking anywhere but at him. She started to speak a few times, but words failed her. She sighed again and looked back out across the plains below. Dusk knew her answer and felt disappointed and a little foolish for suggesting it in the first place. At least he had tried…

"Well… I suppose I'd better be getting back." He bowed again. "If you would excuse me, You Highness." Still she was silent. "Have a good night…" He turned to walk away and had just reached the door when…

"A moment, Dusk Noir." He turned back to look at her, unable to determine her expression. "We have already made our judgement on this matter. However, there is some reason to your point of view and… we concede." That was when she smiled once more. "Come then, Dusk, let us attend the Gala together. It would be improper if only one of Equestria's rulers was present."

Dusk beamed at her and bowed. "It would be my honour, Princess." So, walking side by side, Dusk Noir escorted Princess Luna to the Grand Galloping Gala.

Though he preferred to be modest, Dusk let the pride well up in his chest. This was something that Dusk could feel truly proud of. Helping somepony in need was just what friends did and he was going to do his best to make sure that Luna had a good evening that she could look back on with fond memories. Making a mental note to conduct himself with even more dignity and poise than before, he matched her stride as they walked through the streets of Canterlot. He could tell that she was nervous, but she hid it well, with a determined expression. Maybe his presence was helping her relax a little…

She stopped at the threshold that would take them into the Gala. She was unduly tense and fearful, watching it warily. Dusk noticed and nudged her gently.

"You'll be fine, I promise." She said nothing, but gave a small smile of gratitude, allowing him to lead her into the Gala.

The first pony they met, a unicorn stallion that Dusk later remembered was Fancy Pants, seemed quite shocked to see her. Luna looked as if she would turn back, but then he smiled and bowed before her.

"I say, Your Highness, how smashing that you could attend the Gala tonight. Forgive me for saying so, but I had heard that you had planned to give it a miss."

Luna turned to Dusk, who only nodded. In a confident voice, she replied: "Then thou has heard wrong, good sir, for we are here now. Let it be known that we do not shirk our responsibilities as co-ruler of Equestria. See that these rumours are quashed."

"Of course, Highness, a pleasure to see you in person." He bowed once more and set off into the Gala. Luna beamed at Dusk and he nodded once more.

"Just like I said."

"Indeed." Returning to a position of authority, she stood with more dignity than before. "Come then, Dusk, let us enter the Gala and see what the night has in store."

"Right behind you, Princess," said Dusk, following as she led the way.

As they took a route into garden, all eyes turned to watch them, guests bowing and murmuring excitedly at the sight of the Princess of the Night. She bestowed them all with smiles and the odd greeting, her originally tense stature relaxing visibly. But there was one thing that truly made Dusk's evening that little bit better.

"Dusk?" He turned to see Mirror Shine and her friends, the two stallions looking quite shame faced, but Prim just looked annoyed. Luna paused to watch, not saying anything herself.

"Oh. Good evening again," said Dusk, rather coldly. He didn't like to hold grudges, but he still wanted her to know that he'd been hurt.

She appeared taken aback at his harshness. "Dusk, I just want you to know that we are really sorry for hurting your feelings."

"It wasn't so much you," corrected Dusk, "more your… charming friends here."

"Yeah, but we're sorry too," put in Muscles suddenly. "We were just messing with you man, we didn't mean anythin'."

"Yeah, what he said," added Jock, Mirror smiling proudly at him. "You know, if you're into tea and libraries and stuff, you know… that's cool."

Dusk was a little surprised at this and the bitter feelings he had for them were gone in that instant. The only one who didn't say anything was Prim, who was idly examining one of her shoes. Mirror gave her a nudge and she looked up irritated.

"What? Oh yeah… sorry, or whatever." Dusk would have just taken it at that, but Luna wasn't having it.

"Thou callest that an apology?" she boomed angrily, making her jump and cower. "Thou hast hurt the feelings of our loyal subject and thou thinks that is a sufficient apology for thy transgressions? Thou will apologise properly, so we command it!"

"Okay, okay I'm sorry that I hurt your feelings, I'm sorry!" she screeched, then ran away. Muscles sprinted after her, along with Jock.

Mirror, however, lingered. "Sorry about her, she's not usually like this. I'd better go try and catch her. Have a good night Dusk, Your Highness."

"We will and… apology accepted."

She smiled warmly at him. "I wish more stallions were like you." With that sentiment, she sprinted off after her friends, Dusk blushing from the compliment.

"Well, we are glad that has been resolved. Come!" commanded Luna, as if nothing much had happened.

Dusk was still surprised that Luna had stood up for him like that. He knew that he had good relations with her, but he hadn't expected anything like that. He once again took a moment to take pride that Luna thought so highly of him, or at least liked to him to a degree that she was prepared to stand up for him.

Looking for something to do in the aftermath of that, Dusk remembered Applejack would be selling her wares in the garden and suggested to the Princess that they get something to eat. She agreed and they soon found her at her apple cart, though with no customers queuing like she'd hoped for. She saw them and perked up visibly.

"Well, good evenin' Dusk and Yer Highness," she said happily. "What can ah get ya?"

"We'll take… two candy apples please," he requested, handing over the money and passing one to Luna. "Business doesn't really seem to be booming, I take it."

"'Fraid not," she sighed. "Ah've tried every sales tactic ah know, but none-a these ponies seem interested in buyin' ma food."

"I'm sorry to hear that. Here, have this on me." He deposited a few more coins into the can.

"Thanks Dusk, ah appreciate it an' so does ma family," she said sincerely.

Luna looked into the can where she was putting her money. "Thou are raising funds for your family?"

"Yes, yer Highness," she affirmed. "Not exactly great pickins, as ya can see."

Luna seemed to consider for a few moments, then pulled out a heavy coin purse and emptied the whole contents into the jar. Applejack was astounded at this.

"P-p-princess… ya don't have ta…"

"We do not have to, but we want to, as it is for a good cause," she said firmly, but not unkindly. "Put it too good use, Miss Applejack. See it is not wasted."

"Oh, ah won't and thank ya kindly, Yer Highness, ah won' ferget this!" she called, as he and Luna left her, unable to believe her good fortune.

They were once more treated to the stares and gazes of amazed guests and Luna lent in and whispered. "Let us go to the gardens, it will be quieter there." Dusk agreed straight away.

The two of them left the bustle of the Gala and entered the quietness of the Royal Gardens. As Fluttershy had said, every flower of every kind was in full bloom and the garden radiated with a natural fragrance and beauty. He wondered if she was anywhere close by, in the presence of her new animal friends… Fireflies hovered in the night air, providing additional illumination to the night, as well as adding more to the garden's beauty. The chirps and squawks of all kinds of different animals and birds met their ears, though any they did see scurried into the bushes out of fright when they walked by.

They sat down to eat their candy apples, Dusk sinking his teeth into the sweet treat. When he looked up at Luna, he saw that she had only taken a single bite from hers and she was now just staring at it like it was the most nteresing thing in the world.

"Is something wrong Princess?"

"Not wrong no. It is just…it has been a long time since we have eaten a candy apple… not since we were a filly. Things were so much… simpler back then." She paused in this musing, then glanced at Dusk. "Have thou ever seen how ponies react to us?"

"Um… not really." In truth, he had noticed but he didn't have the heart to say.

"We spoke of this last time we met. When we speak, they tremble in fear and shake terribly. When they bow, it is in the hope that we do not single them out, keeping their heads low. They still see us as Nightmare Moon, the monster in the moon who terrorised their dreams. You know this, we know this." She sighed forlornly. "Sometimes, we wonder if we should still be imprisoned in the moon. Perhaps it would be easier than… this."

Dusk didn't know what to say to this. He watched as she shut her eyes, a tear trickling down her cheek. He had never imagined how hard this must be for her, adjusting back to life after being gone for so long, when so much had changed now. He did his best to hold back his own tears, placing a hoof gently on her shoulder.

"You know," he began quietly, "not everypony was afraid of Nightmare Moon. Like… me." She looked up at this. "Whenever I heard the story of Nightmare Moon, looking up to see you trapped up there, I was never scared. You only wanted some more recognition for your hard work and you just… made a bad choice. I know that doesn't say much but… I always felt sorry for Nightmare Moon… for you." He smiled warmly at her. "For what it's worth, Equestria wasn't the same without you."

She glanced down at the hoof on her shoulder. At first, Dusk was about to remove it for fear he was being too personal, but she didn't object. She placed her own hoof on top of his, gratitude radiating from her smile that she bestowed. He knew it wouldn't be enough to make up for all of those long years but… at least it was something.

"Thank you." It was simple, but it said so much. Then, she giggled. "Thou has a spot of candy on thy nose."

"Really?" Dusk rubbed it, going red when he felt something sticky. "Is it gone?"

"No, it is still there. A little more." She giggled all the more at his attempts to remove it.

"Now has it gone?"

"Almost, a little more… there, it is removed." Luna was now behaving more like a school filly than a princess. "For one so polite, thy eating habits leave something to be admired."

"Well, look at you, your candy's started to trickle onto your shoe," noted Dusk, doing his best to restrain a chuckle.

"What? How can that be?" She looked to see that he was indeed right, her sparkling shoe now coated with red caramel. "Oh… so it has."

"Is it ruined?"

"Quite, we shall need a new set of shoes to replace these!"

"You must be very angry about that."

"Oh yes, we are furious at this! Perhaps we should take back our charity to your farm friend for this outrage!"

"She deserves nothing less than the most severe punishment."

"We shall have her thrown in the dungeon for this!"

"I completely agree."

"Quite so!" She held her stern expression for a few more seconds. Then, the two of them just burst out laughing, relaxed. They were no longer princess and subject, but for all intents and purposes… friends.

A loud squeal broke the moment. They exchanged a confused look and went to investigate, walking into one of the glades, only to find-

"What is the meaning of this?" Luna asked, bewildered by what she saw.

"Fluttershy? What are you doing in that net?"

"Oh… hello Dusk, Princess," said an entrapped Fluttershy. "Um… no reason."

"Here, let me…" He cut her down with a spell and she stood up, her eye muscle twitching. "Are you okay?"

"Fine, fine, oh yes fine," she replied erratically, a quiver in her voice. He also noticed her dress was torn in places, her mane tattered. "Now, I need to try and catch my little friends!" With that, she darted off into the garden once more.

Dusk and Luna stood in silence, trying to make sense of what they had just witnessed. Why was Fluttershy acting so strangely? Why did she look so bedraggled? These were questions Dusk couldn't even begin to fathom the answer to.

"What… has just happened?" asked Luna.

"I'm not entirely sure, Highness," said Dusk honestly. "Perhaps it might be better if we go inside and see your sister."

"Yes, that is agreeable." She stared at the spot where Fluttershy had run off, then led the way into the entrance hall, where Princess Celestia and Twilight stood at the top of the stairs. Feeling his nerves rising once more, Dusk climbed the stairs with Luna, to what he had really been waiting for.

Twilight broke into a smile when she saw him and Celestia beamed at the sight of her younger sibling. "Luna, what a wonderful surprise!"

"Good evening, my sister," she greeted warmly. "Has your evening been pleasant?"

"Not really," she whispered conspiratorially. "But it's better now you're here. I thought you were going to sit the evening out."

"Yes well, this young stallion can be quite persuasive," she said, gesturing to Dusk, who bowed to the Princess of the Sun.

"So I can see," she said. "We were about to head into the dance hall, if you would like to join us."

"Indeed we would. Come Dusk," commanded Luna, walking beside her sister, Dusk beside Twilight.

"Hey, you're still wearing it," he indicated to the lilac in her ear.

"Just like I promised," she nodded.

"So, how's your best night ever been?"

"Let's talk about that later. Right now, we've got something else to do."

"We do?"

"I still owe you that dance," she reminded him, making his heart flutter.

The wait had been long, but it would be worth it. His stomach was now doing backflips, he couldn't think of what to say and he hoped he wouldn't stumble too much, but the moment he'd been waiting for had arrived at last. He was about to dance with Twilight! Nothing could spoil this moment now. But then they reached the dance hall and saw a scene of complete discord.

One of the sculptures depicting Celestia had fallen off its pedestal, as had a series of pillars that looked like they had fallen in a domino fashion. At the foot of it, he saw a collapsed Prince Blueblood, covered in what looked like frosting and food, a tattered Rarity looking pretty much the same. A guilty Rainbow Dash stood in the centre, along with a dishevelled Applejack and a rather bemused Pinkie on stage. Twilight looked completely shocked and he shared her feelings, his mouth wide open, along with Princess Luna.

"Well... it can't get any worse." At Twilight's words, there was a distant rumbling and the doors burst open.

When they did, what looked like every animal from the garden stampeded inside in a panic, chased by Fluttershy, who looked quite terrifying, her eyes wide and mad, and her face contorted with rage.

"You're... going to LOVE ME!" she shrieked, just as all of the guests ran around in a panic from the complete chaos.

Dusk, like Twilight, was at a complete indecision of what to do, looking desperately around for any kind of solution. This came in the form of Princess Celestia, who whispered a single word:

"Run." She nodded to her sister and the two of them flew off, no doubt to try and restore order.

At her suggestion, Twilight whistled and Dusk made a colour shape in the sky to get their attention, one that also echoed Celestia's advice. They ran down the stairs out of the Gala, Rarity pausing to smash her glass slipper in a desperate bid so her prince wouldn't find her. Dusk looked down at his suit as they ran. It had become torn during the chaos, patched and frayed in places, some of the fabric ripped away, all of the girls in similar states with their dresses. Thankfully, his hat was unharmed by the whole thing, as was his necklace. Dusk didn't know what had happened, but it would certainly make an interesting story.

They followed Twilight until they were well away from the hall and came to a stop outside a donut shop. Knowing who they would find inside, Dusk followed the disappointed girls inside, keeping his distance from Fluttershy.

A pony behind the counter greeted them, Spike looking up from a coffee. "Twilight Sparkle! Ha, ha. Long-time no see."

He ran up to meet them. "Hey, how was the Gala? How was your best night ever?"

They sat down at a table, ordering a plate of donuts to share and Dusk proceeded to listen to their stories: Twilight had barely managed to get a word in with the Princess; Applejack hadn't managed to sell much of her apples; Rarity's prince charming had turned out to be a self-centred jerk; Fluttershy hadn't made new animal friends because they were too scared; Rainbow hadn't been able to hang with the Wonderbolts, though she had tried to get their attention and Pinkie's party expectations of the Gala weren't met. Dusk was surprised that he was the only one whose evening wasn't a total disaster… except for one thing, though he didn't mention it.

"That sounds like the worst night ever!" remarked Spike at the end of it.

"It was!" they all agreed and burst out laughing, even Dusk.

"Except for me, of course," noted Dusk.

"Yeah how about that?" mused Rainbow.

"I just hope Princess Celestia isn't upset with us for ruining the Gala," said Twilight sadly.

The bell rang as the door opened and a cheerful voice said, "That was the best Grand Galloping Gala ever!" In came Celestia, along with a rather bemused Luna.

"Pardon me, Princess," Twilight put in, "but tonight was just awful."

"Oh, Twilight. The Grand Galloping Gala is _always_ awful."

"It is?"

"That is why I was thrilled you were all attending. I was hoping you could liven things up a bit. And while the evening may not have gone as you planned, I'm sure you'll agree that in the end it didn't turn out so bad for this group of friends."

"You're right, Princess," agreed Twilight. "Friends have a way of making even the worst of times into something pretty great. "

"Yeah! Hanging out with friends!" added Rainbow

"Talking!" put in Fluttershy.

"Laughing!" said Pinkie.

"You mean doing exactly what I wanted to do the whole time?"

Twilight giggled. "Yes, Spike. You were right."

"As horrible as our night was..." started Applejack.

"...being together here has made it all better," added Rarity.

Dusk felt it was his time to add something. "In fact, one might say it's made it..."

"...the best night ever!" they all chorused to more laughter.

"We must say," remarked Luna, "the evening was certainly active by the end of it. We are… glad that we came."

"As am I," said Celestia. "It was good having you tonight my sister, it wasn't the same without you."

"So we've been told," she remarked, looking at Dusk. "Well, we had best return to the castle. We wish you all a good evening."

Dusk followed her as she stepped outside, stretching her wings to take off. "You're not going to stay a bit longer?"

"We would, but we still need to watch over the night. Duty calls, as they say." She smiled warmly at Dusk. "Thank you for persuading me to come down Dusk. Tonight was… unforgettable."

"It was my pleasure, Highness," he bowed.

"Please, we insist thou callest us… Luna." If this was a shock, she did something Dusk would never have expected: she gave him a hug, which he gently returned.

"I… I… I'm truly privileged." He bowed once more. "Goodnight… Luna."

She gave him one last smile and took off back towards one of the high towers of Canterlot. Dusk was about to head back inside the donut shop, but he didn't. Instead, he made his way back to the dance hall, which was still in a complete state. Leaves and twigs littered the floor; the food had been knocked over, as had a few more statues. The animals had been cleared out, as had the many guests and the orchestra, absent from the stage.

He gazed forlornly around the place. For how good his night had been compared to the others, he still hadn't gotten the one thing that he'd wanted, the one thing he'd planned for. Now it looked like he never would. He wasn't sad… just disappointed. Oh well, maybe Twilight was grateful, now that she wouldn't have to put up with the idea anymore.

"Dusk?" He looked around slowly to see that she had followed him back up. Even though her dress wasn't as pristine as it was before, she was still the pinnacle of beauty to Dusk.

"Hey Twi." He gave her a sad smile. "I'm sorry you never got to talk to the Princess."

"It's okay, there'll be other times." She returned his sympathetic expression. "I'm just sorry we never got to have our dance."

"Really? I thought you'd be pleased we'd missed it… no chance to step on your hooves…"

"I'm sure you would've tried your best not to. I'd read up a book on dancing before we came… I was looking forward to it really…"

"You… you were?" Without realising, he looked to see that they'd been coming closer to each other, now they were mere feet away. Dusk felt he should say something, anything, but couldn't think as to what.

He heard a noise behind him and turned to see the players of the band returning to their place on the stage, looking a little worse for wear, but otherwise unharmed. Twilight saw too and gave him a nervous smile. But how… that was when he saw Luna at the door, smiling knowingly. He returned it, as she walked off once more. She had done this for him. For them.

As they began to play once more, he bowed and offered his hoof to her, ignoring his fluttering insides. "May I have this dance, Miss Sparkle?"

"You may, Mr Noir." Gently, very gently, she took it. Dusk held her close, feeling the heat rising to his cheeks.

Slowly, he led her across the dance floor, their feet moving in perfect motion with each other. A few times they stumbled, but they didn't mind. They didn't say anything, for there was no need to. They didn't look at anywhere else, at anything else. They only had eyes for each other, gazing into the depths of each other's gaze. It was just like he'd imagined it would be, his perfect moment with Twilight Sparkle.

Just like Rarity had taught him. One, two, one, two, in time with the rhythm, keeping his right hoof in Twilight's left and his left hoof on her waist, making sure that it didn't drop any further than that. He could tell that she was also nervous, as her movements were rather stiff and rigid, like she was having trouble relaxing. It gave him a little comfort that she was just as nervous as she was, guiding her across the floor.

"You okay?" he asked her.

"Yes... better now, really... you?"

"I'm... just fine, thank you."

"Good. Good to know. You're... quite a good dancer, Dusk," she noted shyly.

"I do my best," he said modestly. "You're... not that bad... yourself..."

"Dusk, I've never danced like this in my life," she admitted. "I've only read a book, which is hardly the sa- whoa!"

She stumbled on her dress, but Dusk stopped her falling. "It's okay, I've got you."

"Yes... yes, you do." She cleared her throat and blushed even more deeply. "Thanks."

"My pleasure." Maybe this wasn't going to be as bad as he thought.

He decided to give it an added effect. Tapping into his magic, he made glittering clouds of colour swirl around them as they danced, above their heads and around their bodies, making the moment even more magical. The lights made Twilight's eyes sparkle all the more. She gazed at him and rested her head on his shoulders as they danced, sighing and trusting him to remain in control and he certainly wasn't going to betray that. He felt… complete, feeling her fur brushed against his.

This moment was perfect, nothing could spoil it...

"Ow!" He was snapped out of his thoughts when he saw he'd stood on Twilight's hoof.

"Oh my gosh, I'm sorry!" He faltered and was about to draw away, afraid he'd ruined it. "I'm so sorry, I..."

"Dusk, it's fine."

"But I-"

"It's fine." He noted that she took in a deep breath and drew him in close again. "Nopony is perfect and you were doing great."

"You... you mean that?"

"Of course." She placed his hoof back on her waist. "Let's not spoil the moment, come on."

"Okay..." He felt like he should say something more, anything. "Twilight, I..."

She placed a hoof on his lips. "Dusk... let's just dance. You don't need to say anything else."

"Okay... I just..."

"It's fine, it can wait." She rested her head on his neck again. "For now... let's just enjoy this."

"As you wish, Miss Sparkle." Breathing calmly, he ignored his nerves and resumed their dance.

"Just don't step on my hoof again, okay?" she added with a giggle.

"Never."

A content smile curled on both of their mouths as they continued to dance, the colours swirling around them. It hadn't been all perfect, but for Dusk, here and now, surrounded by his magic with the mare of his dreams, this truly had been… well…

The Best Night Ever.

* * *

Aww, wasn't that sweet? The song the orchestra played was Everytime We Touch, the slow version, instrumental of course.

Changed my mind, I've decided to add in one last addition to this tale, just a short wrap-up. Don't go anywhere yet!


	27. A Kiss Goodnight

Right, clearing up any confusion, I had to delete this chapter due to regrettable circumstances. However, I took the time to do a little rewrite and here it is again. Might be a little different from last time, but it's essentially the same. Don't fix what ain't broke, eh?

Sorry if you got confused when you saw an update for this story, I intend to make sure this doesn't happen again. Right, on with it!

**A Kiss Goodnight**

Dusk had could hardly remember a time he felt so happy after he walked out of the ball room together with Twilight Sparkle, the two of them standing rather close together and walking side by side. Against all of the odds, all of his doubts and fears, he had actually shared a dance with the mare who had captured his heart… and she had actually enjoyed it! Well, he assumed that she did, but she was still smiling and leaning close to him, so it was all good signs.

He was actually surprised when he discovered that it was already close to midnight by the time their dance had stopped. The two of them were of course on a schedule, as the spell for Twilight's apple carriage would wear off at midnight and it would just become a normal apple again. Time had become a meaningless concept to them both, only taking note of the rhythm of their movements and the moment they were sharing in. Dusk didn't want it to end and when it finally did and they had to leave…

Well, it couldn't last forever. But he knew he would never forget this night and, hopefully, if it meant as much to her as it did to him, she wouldn't either.

Additionally, he was pleasantly surprised at how Twilight was reacting to all of this. Before, she'd always kept a respectable distance from him and blushed as much as he did when their sides so much as brushed against each other. Recently, she'd been a little more relaxed, but still embarrassed about closeness. Now though, she seemed perfectly content, as he was, gazing frequently at him as they walked. Dusk didn't know if it was just her being friendly or she meant something more, but he did like it at any rate.

He could still smell the fragrance of the lilac in her ear and it made him feel so peaceful just to breath in that scent.

None of the girls said anything by the time they reached the carriage, except for Rainbow who demanded why they had taken so long with whatever it was they were doing. Dusk had merely sighed and apologized to her, though the others all seemed to exchange knowing looks while the Pegasus fumed over him. He barely took notice of her mood whilst he hooked himself up to the carriage with the other stallion and set off back for Ponyville.

Just before they set off, he glanced back at the castle and caught sight of a tall figure on one of the balconies, waving in his direction and, even from this distance, he could tell Princess Luna was smiling. That was the other thing that came out of this evening. Just from his own actions, without any plan, he'd managed to make this a memorable evening for her too. Considering what she had been through, she deserved that much at least. Now… she actually thought of him as a friend. He'd been allowed to call her by her name!

Knowing how significant that was in terms of the traditions of the old days he'd read about in his books, his own smile grew and he waved his hat to her in farewell. She lingered for a moment, waved once more before she returned inside and Dusk began to pull the carriage again, suddenly appraising the night sky as much as he did a clear blue sky.

He could hear Spike on the driver's seat, whistling a merry tune, recalling events that had happened over the rest of the evening or else yawning heavily. A few times, Dusk had to yell to keep him awake and prevent him from drifting off to sleep and falling out of the seat. Nice to know they'd all had a good time in the end. He'd thanked the other stallion who'd waited for them, who said it was no problem while casting hopeful glances at Rarity.

Now and again, Twilight would poke her head out of the window and beam at him in a way that made his heart glow. Again, he couldn't help but notice how beautiful she'd looked tonight, how beautiful she still looked. There was something different in her smile now, something that he couldn't quite put his hoof on. Whatever it was, it made his heart flutter and he smiled back at her whenever she did.

The moon was high in the sky and the stars were shining brightly, glinting on the shiny red surface of the carriage by the time they arrived back in Ponyville. As soon as the last of the girls stepped down from it, it was consumed by a flash of light and it had become just a plain old apple again, which was promptly snapped up by Pinkie. The magic of the night was over, but it would stay with them in their memories forever.

Everypony started to bid each other good night and Rarity pulled Dusk aside once she gave her neighbour an appraising look and a kiss on his check, leaving him giddy and happy as a school foal.

"Well done Dusk, you did it!" She beamed proudly at him. "I knew you could do it, I just knew it!"

"At least one of us did," Dusk remarked lightly. "But I couldn't have done it without your help, Rarity."

"Oh you may I have had my help, but it was ultimately you who pulled it off," she pointed out. "She already liked you Dusk, I just helped to… refine you a bit."

"But I'm still very grateful for it." He gave her a sympathetic look. "I'm sorry it didn't work out for you and Blueblood."

"Ah, yes…" She frowned angrily. "Some prince he turned out to be, selfish, arrogant swine."

"I know, but that's the way he is. You were so looking forward to it too," he added. "I truly am sorry."

"Oh, don't worry Dusk. I suppose it's my own fault in a way, I built up expectations of him that obviously weren't met. I was so sure…" She trailed off and disappointment flickered across her face for a moment. "Oh well, I'll be fine."

"I hope so, but take heart. It may take time, but I'm sure you'll find the stallion you deserve someday. Somepony who…" He thought for a moment and placed a hoof on her shoulder. "Somepony who makes you feel as incredible as you look."

Rarity stared at him in amazement in the wake of his words, or incredulousness, he couldn't quite tell. At first, Dusk thought he'd said the wrong thing and was about to withdraw his hoof until she placed hers gently on his and returned his smile.

"Don't you ever change, Dusk. You might not think it, but you are more of a prince than Blueblood can ever hope to be." She held his gaze firmly. "If nothing else, make sure you treat Twilight with the respect and love she deserves."

"You're talking like we're actually going to be a… you know…" he muttered shyly.

"You will Dusk, I know you two are meant to be together and when you are… just remember what I told you, agreed?" There was no smile, she was deadly serious.

Dusk thought for a moment on her words, not sure whether to believe them or not. In the end though, he was a believer in the impossible so… maybe this wasn't so far-fetched if he thought about it.

"You have my word," he said sincerely. "Don't worry, I'll take care of Twilight."

"That's all I ask." She finally removed her hoof and smiled knowingly. "Now, you still need to walk your date home."

Dusk nodded and bade her good night and, summing up his courage, walked back over to Twilight, who had just finished talking to Applejack. There was a linger of a blush in her cheeks when she turned around and he caught Applejack glance at him, look back to Twilight and wink. He wondered briefly what they were talking about, returning her smile when he reached her.

"May I walk you home, Miss Sparkle?" he asked as graciously as he could.

Twilight blushed again as she levitated a snoozing Spike onto her back. "Dusk… you don't have to, I'm fine."

"I know, but… I want to." He gestured in the direction of the library. "Shall we?"

Twilight seemed to consider, before settling with a nod. "Yes, lets." She took her place close next to him and they set off through the quiet streets, broken by Twilight's question. "It was Rarity, who taught you how to dance, wasn't it?"

"It was," Dusk admitted. "Dancing is an important part of the Gala, so she insisted on offering me lessons when it was mentioned."

"I could see her doing that," she said with a smile. "You were rather good at it… dancing, I mean."

"I tried my best," he admitted humbly. "I've… never really danced before tonight."

"Neither have I, I just read a book on it before we came tonight," she reminded him. "You were definitely better at it than me."

"You… you really think so?" She nodded warmly. "Well… thanks. I uh… learned it all for you, you know…"

"Really? You learned how to dance for the Gala tonight, just so you could ask me to dance with you?" She appeared a little confused. "Why?"

"Well… because um…" He found it a little difficult to explain. "Because… you're just worth the effort."

"Really?" she repeated, but not as cynically as before. "It's that simple? Well… thank you for making the effort."

"No problem," he muttered, becoming interested in his hooves.

"You really are showing how much potential you have. I said that about you in my report to the princess, on that day you were in the hospital." She looked back at him with interest. "Did I ever tell you about that letter?"

Dusk realised that no, he hadn't heard that particular report and responded by shaking his head in a shy silence. He knew she'd written one, but he'd never asked about it, as it he didn't think it to be his business.

"Would you like to hear it?"

"Well… if you can remember it," he said.

"I can remember it like it was yesterday." She paused for a moment. "Dear Princess Celestia, I'm pleased to report that the latest member of our friendship circle is finally starting to fit in with us and he has taught me a valuable lesson about friendship."

Dusk chuckled a little at the memory. "Yes, I wasn't exactly the most receptive of individuals, was I?"

"Not really, no," she agreed with a giggle. "But you've really changed now."

"Don't I know it?" He nodded to her. "Please, continue. What… exactly did I teach you?"

"I'm getting to that," she assured him. "Some of us are born with unique traits about ourselves that we sometimes keep hidden from others, because we're scared about how they might judge or view those things about us. Most times, we don't even show them at all. But, with the help of our friends, we can choose to be more open about those special traits and unlock a true potential that might never have been revealed if we had kept it hidden. I think Dusk has learned that now and we're going to see even more special things about him the longer we're friends."

"Your faithful student, Twilight Sparkle," Dusk finished. "You really wrote that about me?"

"Of course and I meant it too. You've shown that there's so much more to you than you or I ever thought to begin with," she said proudly. "And I think there's even more to it as well."

"How… how do you mean?" he asked through his blush.

"I just still think that there's something more about you, something even greater we haven't seen yet." She gave him a thoughtful look. "I'm not quite sure what exactly, but I'm sure it's there."

"If you say so," Dusk said unsurely. He looked up and realised that, all too soon, they'd reached their destination. "Well... here we are."

"What? Oh, so we are…" Twilight looked just as surprised and disappointed.

They stood in an awkward silence, the only sound coming from Spike's snoring on Twilight's back. Dusk felt as if he should say something else, something witty or perhaps some stab at something romantic. But nothing came to mind, his thoughts a complete blank. Twilight too seemed a little unsure as what to do now, opening her mouth to say something but then shutting it again.

"Well um… thanks for a… a great evening, Twi," Dusk finally said. "It's been… memorable."

"Yeah… thank you for walking me home, Dusk. Or us, rather," she added with a forced giggle concerning Spike. "It was um… well, very sweet of you."

"I try my best." He bowed his head and opened the door for her. "Goodnight, Miss Sparkle."

"Night…" She was about to go inside, but lingered on the doorstep for a moment. Then, quick as a flash, she swooped over and kissed Dusk on his cheek. "See you in the morning."

Even when the door had closed and Twilight had hurried back inside, Dusk was still standing on the doorstep, utterly dumbstruck by what she had done. His skin burned on the spot where she had kissed him, which he touched absently with his hoof. It wasn't burning in a hurtful way, but a warm, tingling sense, like a fire on a cold day. She had kissed him there… she'd actually kissed him. Then, gradually, he grinned.

He had an extra spring in his step as he set off again, happening to glance back at the library before he left. He could make out her shape watching from the window for a few moments, silhouetted against the light inside the room. He started off at a quicker pace again when it turned off, jumping and whooping when he was around the corner. It was just on the cheek, but at least it was something. And she'd watched him go… that was a good sign too, right?

Yes, it had to be. He was actually making progress in romance of all things, with Twilight Sparkle of all ponies. How good was that?

Dusk was still whistling when he returned to his home, unlocking the door and heading upstairs to his bed. Now the night's events were over, despite the happy energy he now had running through him, he wanted nothing more than to sleep. Ophelia was upstairs at the window when he returned, a dead mouse in her beak. She cocked her head at him in an inquisitive sort of way.

"I'm just in a good mood." He gestured to the mouse. "Make sure you eat that outside."

She gave a muffled hoot in understanding and soared off out the window like a cloud on the wind. Dusk made sure to leave it open a crack for when she wanted to come back in and removed his suit, placing it in a cupboard on a hook. He'd need to see Rarity about getting it fixed, for it was a good suit and he had obtained good memories from it.

He placed his hat on the end of his bedpost, pausing to feel the necklace that Twilight had given him. Something she'd said tonight had started niggling in the back of his head, like a persistent itch. What exactly had she meant when she'd said that she felt like there was still more to him than he had revealed so far? Was it something that he didn't even know, like she'd said or was there something more to it? Why did those words feel so significant?

In the end, he just shrugged and removed the necklace, noting how the stones seemed to glow faintly in the darkness. He was probably just thinking about it too much and it was just some form of support from her. He took it at that, tingling from the warm feelings he got. Things were truly going great, he thought to himself happily and it was only going to get better from here on out.

So Dusk settled down in his bed, pulled up the covers around him and drifted off to into an easy sleep, blissfully unaware of the dark clouds that were gathering on the horizon.

* * *

Yep, so there we go, rewrite done and I think it's an improvement. Both ways, this story is complete once more and I'm happy with that.

Laters folks and read on to the next!


End file.
